Item 1. Financial Statements
Item 1. FINANCIAL STATEMENTS
Commerce Bancshares, Inc. and Subsidiaries
CONSOLIDATED BALANCE SHEETS
March 31,
2026 December 31, 2025
(Unaudited)
(In thousands)
ASSETS
Loans $ 20,461,064 $ 17,771,263
Allowance for credit losses on loans ( 198,605 ) ( 179,468 )
Net loans 20,262,459 17,591,795
Loans held for sale (including $ 1,657,000 and $ 4,028,000 of residential mortgage loans carried at fair value at March 31, 2026 and December 31, 2025, respectively)
2,081 4,329
Investment securities:
Available for sale debt, at fair value (amortized cost of $ 9,333,626,000 and $ 9,742,278,000 at
March 31, 2026 and December 31, 2025, respectively, and allowance for credit losses of $ —
at both March 31, 2026 and December 31, 2025)
8,646,127 9,095,513
Trading debt 44,329 40,080
Equity 56,193 57,354
Other 248,339 230,459
Total investment securities 8,994,988 9,423,406
Federal funds sold 630 —
Securities purchased under agreements to resell 850,000 850,000
Interest earning deposits with banks 3,270,046 2,744,393
Cash and due from banks 572,588 803,239
Premises and equipment – net 527,211 485,700
Goodwill 253,805 146,539
Other intangible assets – net 145,985 13,311
Other assets 837,463 852,377
Total assets $ 35,717,256 $ 32,915,089
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Non-interest bearing $ 8,058,024 $ 8,205,711
Savings, interest checking and money market 17,877,836 15,047,406
Certificates of deposit of less than $100,000 1,032,114 1,023,406
Certificates of deposit of $100,000 and over 1,416,345 1,363,053
Total deposits 28,384,319 25,639,576
Federal funds purchased and securities sold under agreements to repurchase 2,576,723 2,989,641
Other borrowings 8,045 12,798
Other liabilities 421,771 458,302
Total liabilities 31,390,858 29,100,317
Commerce Bancshares, Inc. shareholders’ equity:
Common stock, $ 5 par value
Authorized 190,000,000 ; issued 148,521,165 and 138,588,701 shares at March 31, 2026 and December 31, 2025, respectively
742,606 692,944
Capital surplus 3,986,353 3,522,292
Retained earnings 233,094 131,826
Treasury stock of 2,286,104 shares at March 31, 2026
and 876,521 shares at December 31, 2025, at cost
( 120,692 ) ( 48,001 )
Accumulated other comprehensive income (loss) ( 539,592 ) ( 507,690 )
Total Commerce Bancshares, Inc. shareholders' equity 4,301,769 3,791,371
Non-controlling interest 24,629 23,401
Total equity 4,326,398 3,814,772
Total liabilities and equity $ 35,717,256 $ 32,915,089
See accompanying notes to consolidated financial statements.
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Commerce Bancshares, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF INCOME
For the Three Months Ended March 31
(In thousands, except per share data) 2026 2025
(Unaudited)
INTEREST INCOME
Interest and fees on loans $ 288,384 $ 254,194
Interest and fees on loans held for sale 29 23
Interest on investment securities 72,287 76,452
Interest on federal funds sold 7 29
Interest on securities purchased under agreements to resell 8,455 7,418
Interest on deposits with banks 27,345 26,249
Total interest income 396,507 364,365
INTEREST EXPENSE
Interest on deposits:
Savings, interest checking and money market 58,557 52,403
Certificates of deposit of less than $100,000 8,083 8,932
Certificates of deposit of $100,000 and over 12,098 13,319
Interest on federal funds purchased 1,280 1,384
Interest on securities sold under agreements to repurchase 15,780 19,224
Interest on other borrowings 869 1
Total interest expense 96,667 95,263
Net interest income 299,840 269,102
Provision for credit losses 10,960 14,487
Net interest income after credit losses 288,880 254,615
NON-INTEREST INCOME
Trust fees 71,049 56,592
Bank card transaction fees 45,585 45,593
Deposit account charges and other fees 28,578 26,622
Consumer brokerage services 5,444 4,785
Capital market fees 5,338 5,112
Loan fees and sales 3,243 3,404
Other 16,614 16,841
Total non-interest income 175,851 158,949
INVESTMENT SECURITIES GAINS (LOSSES), NET 11,647 ( 7,591 )
NON-INTEREST EXPENSE
Salaries and employee benefits 180,787 153,078
Data processing and software 38,328 32,238
Professional and other services 18,792 10,026
Net occupancy 15,308 14,020
Marketing 6,957 5,843
Equipment 5,671 5,248
Supplies and communication 5,238 5,046
Deposit insurance 3,914 3,744
Other 16,131 9,133
Total non-interest expense 291,126 238,376
Income before income taxes 185,252 167,597
Less income taxes 40,881 36,964
Net income 144,371 130,633
Less non-controlling interest expense (income) 2,748 ( 959 )
Net income attributable to Commerce Bancshares, Inc. $ 141,623 $ 131,592
Net income per common share — basic $ .96 $ .93
Net income per common share — diluted $ .96 $ .93
See accompanying notes to consolidated financial statements.
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Commerce Bancshares, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the Three Months Ended March 31
(In thousands) 2026 2025
(Unaudited)
Net income $ 144,371 $ 130,633
Other comprehensive income (loss), net of tax:
Net unrealized gains (losses) on available for sale debt securities ( 30,550 ) 118,288
Change in pension loss 103 172
Unrealized gains (losses) on cash flow hedge derivatives ( 1,455 ) 5,875
Other comprehensive income (loss), net of tax ( 31,902 ) 124,335
Comprehensive income (loss) 112,469 254,968
Less non-controlling interest (income) expense 2,748 ( 959 )
Comprehensive income (loss) attributable to Commerce Bancshares, Inc. $ 109,721 $ 255,927
See accompanying notes to consolidated financial statements.
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Commerce Bancshares, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Three Months Ended March 31, 2026 and 2025
Commerce Bancshares, Inc. Shareholders
(In thousands, except per share data)
Common Stock Capital Surplus Retained Earnings Treasury Stock Accumulated Other Comprehensive Income (Loss) Non-Controlling Interest Total
(Unaudited)
Balance December 31, 2025
$ 692,944 $ 3,522,292 $ 131,826 $ ( 48,001 ) $ ( 507,690 ) $ 23,401 $ 3,814,772
Net income 141,623 2,748 144,371
Other comprehensive income (loss) ( 31,902 ) ( 31,902 )
Distributions to non-controlling interest ( 1,520 ) ( 1,520 )
Acquisition of FineMark Holdings, Inc. 49,662 470,203 519,865
Purchases of treasury stock ( 84,974 ) ( 84,974 )
Issuance under stock purchase and equity
compensation plans ( 12,284 ) 12,283 ( 1 )
Stock-based compensation 6,142 6,142
Cash dividends paid on common stock
($ 0.275 per share)
( 40,355 ) ( 40,355 )
Balance March 31, 2026
$ 742,606 $ 3,986,353 $ 233,094 $ ( 120,692 ) $ ( 539,592 ) $ 24,629 $ 4,326,398
Balance December 31, 2024
$ 676,054 $ 3,395,645 $ 45,494 $ ( 48,401 ) $ ( 758,911 ) $ 22,594 $ 3,332,475
Net Income 131,592 ( 959 ) 130,633
Other comprehensive income (loss) 124,335 124,335
Distributions to non-controlling interest ( 1,020 ) ( 1,020 )
Purchases of treasury stock ( 55,579 ) ( 55,579 )
Issuance under stock purchase and equity
compensation plans ( 18,111 ) 18,109 ( 2 )
Stock-based compensation 4,426 4,426
Cash dividends paid on common stock
($ .262 per share)
( 36,866 ) ( 36,866 )
Balance March 31, 2025
$ 676,054 $ 3,381,960 $ 140,220 $ ( 85,871 ) $ ( 634,576 ) $ 20,615 $ 3,498,402
See accompanying notes to consolidated financial statements.
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Commerce Bancshares, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Three Months Ended March 31
(In thousands) 2026 2025
(Unaudited)
OPERATING ACTIVITIES:
Net income $ 144,371 $ 130,633
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses 10,960 14,487
Provision for depreciation and amortization 21,006 13,721
Accretion of discount related to acquired loans ( 6,913 ) —
Amortization (accretion) of investment security premiums (discounts), net ( 1,785 ) ( 3,724 )
Investment securities (gains) losses, net (A) ( 11,647 ) 7,591
Net (gains) losses on sales of loans held for sale ( 842 ) ( 515 )
Originations of loans held for sale ( 34,175 ) ( 22,626 )
Proceeds from sales of loans held for sale 36,933 23,357
Net (increase) decrease in trading debt securities, excluding unsettled transactions 549,443 ( 21,277 )
Stock-based compensation 6,142 4,426
(Increase) decrease in interest receivable 12,132 5,149
Increase (decrease) in interest payable ( 2,323 ) 5,432
Increase (decrease) in income taxes payable 37,600 35,134
Other changes, net ( 76,107 ) ( 53,184 )
Net cash provided by (used in) operating activities 684,795 138,604
INVESTING ACTIVITIES:
Cash received in acquisition 501,360 —
Proceeds from sales of investment securities (A) 17,662 6,757
Proceeds from maturities/pay downs of investment securities (A) 450,272 542,456
Purchases of investment securities (A) ( 39,012 ) ( 514,579 )
Net (increase) decrease in loans ( 67,168 ) ( 170,573 )
Securities purchased under agreements to resell — ( 350,000 )
Repayments of securities purchased under agreements to resell — 125,000
Purchases of premises and equipment ( 6,371 ) ( 12,586 )
Sales of premises and equipment 2,471 100
Net cash provided by (used in) investing activities 859,214 ( 373,425 )
FINANCING ACTIVITIES:
Net increase (decrease) in non-interest bearing, savings, interest checking and money market deposits ( 199,629 ) 774,974
Net increase (decrease) in certificates of deposit ( 88,024 ) ( 40,133 )
Net increase (decrease) in federal funds purchased and securities sold under agreements to repurchase ( 475,936 ) ( 526,722 )
FHLB short-term borrowings 250,000 —
Repayments of FHLB borrowings ( 603,929 ) —
Net increase (decrease) in other borrowings ( 4,753 ) 17,687
Purchases of treasury stock ( 84,260 ) ( 55,184 )
Cash dividends paid on common stock and distributions to non-controlling interest ( 41,875 ) ( 37,886 )
Other, net ( 1 ) ( 2 )
Net cash provided by (used in) financing activities ( 1,248,407 ) 132,734
Increase (decrease) in cash, cash equivalents and restricted cash 295,602 ( 102,087 )
Cash, cash equivalents and restricted cash at beginning of year 3,547,715 3,375,992
Cash, cash equivalents and restricted cash at March 31
$ 3,843,317 $ 3,273,905
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Commerce Bancshares, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
For the Three Months Ended March 31
(In thousands) 2026 2025
(Unaudited)
Supplemental disclosures:
Income tax payments, net $ 564 $ 562
Interest paid on deposits and borrowings 98,990 89,831
Non-cash activities:
Loans transferred to foreclosed real estate — 449
Business combination:
Fair value of tangible assets acquired 3,327,074 —
Goodwill and other intangible assets 246,068 —
Fair value of liabilities assumed 3,549,295 —
Common stock issued 519,865 —
Fair value of equity interest in FineMark prior to acquisition 4,614 —
(A) Available for sale debt securities, equity securities, and other securities.
See accompanying notes to consolidated financial statements.
Restricted cash is comprised of cash collateral posted by the Company to secure interest rate swap agreements. This balance is included in other assets in the consolidated balance sheets and totaled $ 53 thousand at March 31, 2026. The Company had $ 52 thousand in restricted cash at March 31, 2025.
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Commerce Bancshares, Inc. and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2026 (Unaudited)
1. Principles of Consolidation and Presentation
The accompanying consolidated financial statements include the accounts of Commerce Bancshares, Inc. and all majority-owned subsidiaries (the Company). Effective January 1, 2026, the consolidated financial statements also include the accounts of FineMark Holdings, Inc. ("FineMark"), which was acquired by the Company as described in Note 2 "Acquisition" below, and is consolidated from the date of acquisition. Most of the Company's operations are conducted by its subsidiary bank, Commerce Bank (the Bank). The consolidated financial statements in this report have not been audited by an independent registered public accounting firm, but in the opinion of management, all adjustments necessary to present fairly the financial position and the results of operations for the interim periods have been made. All such adjustments are of a normal recurring nature. All significant intercompany accounts and transactions have been eliminated. Certain reclassifications were made to 2025 data to conform to current year presentation, and certain balances related to the FineMark Holdings, Inc. acquisition were reclassified to conform to the Company's financial statement presentation. In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheets and revenues and expenses for the periods. Actual results could differ significantly from those estimates. Management has evaluated subsequent events for potential recognition or disclosure. The results of operations for the three month period ended March 31, 2026 are not necessarily indicative of results to be attained for the full year or any other interim period.
The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP) for interim financial information and with the instructions to Form 10-Q adopted by the Securities and Exchange Commission. Accordingly, the financial statements do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the Company's most recent Annual Report on Form 10-K, containing the latest audited consolidated financial statements and notes thereto.
The Company adopted ASU 2025-08 "Financial Instruments - Credit Losses (Topic 326): Purchased Loans" on January 1, 2026. This new guidance makes significant changes to the accounting for certain acquired seasoned loans subject to the current expected credit loss model (CECL). Under the ASU, the initial allowance for credit losses recorded upon the acquisition of loans in scope is recognized as an adjustment to the amortized cost basis of the loan - similar to the model for purchased credit deteriorated assets. For these loans, the "day-one" credit loss estimate does not impact earnings immediately but is instead amortized over time as an adjustment to interest income. Subsequent changes in the allowance for credit losses are reported in earnings within provision for credit losses.
The following significant accounting policies have been updated or added since the Company's 2025 Annual Report on Form 10-K to reflect the adoption of ASU 2025-08.
Acquired loans - Purchased Credit Deteriorated
Loans acquired in a business combination are recognized on the acquisition date at their estimated fair value based on expected future cash flows discounted at a market-based rate of interest and inclusive of adjustments for credit risk, interest rate risk, liquidity, and other factors. Acquired loans that have experienced more-than-insignificant deterioration in credit quality since origination are classified as purchased credit deteriorated ("PCD") loans. An allowance for credit losses is established for the initial estimate of expected credit losses on PCD loans as of the acquisition date and recorded through a gross-up adjustment to the loan’s amortized cost basis.
Acquired loans - Purchased Seasoned Loans
Non-PCD loans acquired in a business combination are deemed purchased seasoned loans with an allowance for credit losses established for the initial estimate of expected credit losses as of the acquisition date and recorded through a gross-up adjustment to the loans’ amortized cost basis. See Note 2 “Acquisition” for additional information on loans acquired in a business combination.
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2. Acquisition
On January 1, 2026 , the Company completed its previously announced acquisition of FineMark Holdings, Inc. , a bank holding company headquartered in Fort Myers, Florida, pursuant to the Agreement and Plan of Merger dated June 16, 2025 . Immediately after the Merger, FineMark's wholly-owned subsidiary, FineMark National Bank & Trust, merged into the Bank, with the Bank continuing as the surviving bank.
Total purchase consideration for the acquisition was $ 519.9 million, consisting of 9.9 million shares of the Company's common stock (valued at the acquisition-date fair value of $ 52.34 per share), plus cash in lieu of fractional shares. Prior to the acquisition date, the Company held a non-controlling equity interest in FineMark, and in accordance with ASC 805, this previously held interest was remeasured to its acquisition-date fair value of $ 4.6 million. The total acquisition-date fair value of the business combination was $ 524.5 million, comprised of the $ 519.9 million of consideration transferred and the $ 4.6 million fair value of the Company's previously held equity interest.
Under the terms of the merger agreement, each outstanding FineMark common stock share was converted into .7245 shares of the Company's common stock, and each outstanding share of FineMark's preferred stock was converted into 36.3636 shares of FineMark common stock, prior to conversion into .7245 shares of the Company's common stock.
The acquisition of FineMark was accounted for as a business combination using the purchase method of accounting in accordance with FASB ASC Topic 805, Business Combinations, which requires assets acquired and liabilities assumed to be recognized at fair value as of the acquisition date. The valuation of assets acquired and liabilities assumed has not yet been finalized. The determination of fair value requires management to make estimates related to discount rates, expected future cash flows, market conditions and other future events that are highly subjective in nature and subject to change. Any necessary adjustments from preliminary estimates must be finalized within one year from the closing date of the acquisition. Measurement period adjustments will be recorded in the period in which they are determined, as if they had been completed at the acquisition date. Valuations subject to refinement include, but are not limited to, loans, certain deposits, the core deposit, customer relationship, trade name intangible assets, and certain other assets.
The following table provides the preliminary allocation of the purchase consideration to the assets acquired and liabilities assumed from FineMark as of January 1, 2026:
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(In thousands)
Fair Value
Purchase consideration
Fair value of common stock issued $ 519,865
Fair value of equity interest in FineMark held by the Company prior to acquisition 4,614
Cash for fractional shares 8
Fair value of total consideration $ 524,487
Assets
Loans, net of allowance for credit losses on loans $ 2,607,866
Trading securities 541,967
Other investments 27,180
Interest earning deposits with banks 483,821
Cash and due from banks 17,547
Premises and equipment 47,074
Identifiable intangible assets 138,082
Other assets 102,979
Total assets acquired $ 3,966,516
Liabilities
Non-interest bearing deposits $ 425,140
Interest-bearing deposits 2,684,381
Repurchase agreements 63,018
Other borrowings 351,458
Other liabilities 25,298
Total liabilities assumed $ 3,549,295
Preliminary fair value of net assets acquired $ 417,221
Preliminary goodwill 107,266
In connection with the acquisition, the Company recorded preliminary goodwill of $ 107.3 million, none of which is expected to be deductible for tax purposes. The preliminary goodwill is attributable to expected synergies and other factors to arise from the transaction. Information regarding the allocation of goodwill to the Company’s reportable segments as a result of the acquisition, as well as the carrying amounts and amortization of core deposit and other intangible assets, are provided in Note 5 "Goodwill and Other Intangible Assets" in the Notes to Consolidated Financial Statements.
Loans
Fair values for loans were based on a discounted cash flow methodology that considered factors including the type of loan and related collateral, classification status, fixed or variable interest rate and prepayment rate, term, amortization status and current discount rates. Loans were grouped together according to similar characteristics when applying various valuation techniques. The discount rates used for loans were based on current market rates for new originations of comparable loans include adjustments for liquidity. The discount rate does not include a factor for credit losses as that has been included as a reduction to the estimated cash flows. Purchased loans that reflect a more-than-insignificant deterioration of credit from origination are considered purchased credit deteriorated ("PCD"). For PCD loans, the initial estimate of expected credit losses is recognized in the allowance for credit losses on loans on the date of acquisition using the same methodology as other loans held-for-investment. The Company adopted ASU 2025-08 "Financial Instruments - Credit Losses (Topic 326): Purchased Loans" as of January 1, 2026. Accordingly, the initial estimate of expected credit losses recognized in the allowance for credit losses on loans included both PCD and non-PCD loans ("purchased seasoned loans").
The following table includes the fair value and unpaid principal balance of the acquired loans as of January 1, 2026:
(In thousands) Unpaid principal balance Premium / (discount) Loans Allowance for credit losses Net loans
Purchased seasoned loans $ 2,351,772 $ ( 76,873 ) $ 2,274,899 $ ( 19,870 ) $ 2,255,029
PCD loans 368,533 ( 12,738 ) 355,795 ( 2,958 ) 352,837
Total $ 2,720,305 $ ( 89,611 ) $ 2,630,694 $ ( 22,828 ) $ 2,607,866
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Investment securities
The investment securities acquired by the Company were classified by the Company as trading securities and were valued utilizing the actual sale prices for those securities, as all were sold promptly after the completion of the acquisition.
Interest earning deposits with banks and Cash and due from banks
The carrying amount of these assets was a reasonable estimate of fair value based on the short-term nature of these assets.
Core deposit intangible asset
Core deposit intangibles represent the value of relationships with deposit clients and the cost savings derived from available core deposits relative to an alternative funding source. The fair value of the core deposit intangible was estimated using a net cost savings method, a variation of the income approach. This approach considers expected client attrition rates, average life and balance inflation, alternative cost of funds, the interest cost and net maintenance cost associated with the client deposit base, and a discount rate used to discount the future economic benefits of the core deposit intangible asset to present value The core deposit intangible asset is being amortized using an accelerated methodology over 12 years based upon the period over which the estimated economic benefits are estimated to be received.
Customer relationship intangible asset
The fair value of the customer relationship intangible asset was determined using an income-based valuation approach, specifically the multi-period excess earnings method. The valuation reflects the present value of expected future cash flows derived from the acquired customer base, after considering expected customer attrition rates, projected earnings, contributory asset charges, and a discount rate reflecting market participant assumptions. The customer relationship intangible asset is being amortized using an accelerated methodology over 12 years based upon the period over which the estimated economic benefits are estimated to be received.
Deposits
The fair value for demand and savings deposits is the amount payable on demand at the acquisition date. The fair value for time deposits was valued using a discounted cash flow calculation that applied interest rates currently being offered to the contractual interest rates on such time deposits.
Other borrowings
The Company assumed FHLB debt of $ 351.5 million in its acquisition of FineMark and repaid that debt in January 2026. The fair value of FHLB debt assumed was valued using the actual payoff value as provided by the FHLB on January 1, 2026.
The results of FineMark are included in the results of the Company subsequent to the January 1, 2026. Transaction costs incurred after the acquisition date totaled $ 14.0 million, primarily in salaries and employee benefits and professional and other services in the Consolidated Statements of Income. Additional transaction and integration costs will be expensed in future periods as incurred.
The following table presents pro forma combined information as if FineMark had been acquired on January 1, 2025. These results combine the historical results of FineMark into the Company’s consolidated statement of income, and while adjustments were made for the estimated impact of certain fair value adjustments and other acquisition-related activity, the results do not necessarily reflect the results of operations that would have occurred had the acquisition taken place on January 1, 2025. Furthermore, cost savings and other business synergies related to the acquisition are not reflected in the pro forma combined amounts.
Pro Forma Combined Results
For the Three Months Ended
(In thousands) March 31, 2026 March 31, 2025
Total revenue * $ 468,428 $ 455,698
Net Income 150,695 135,690
*Total revenue is comprised of net interest income and non-interest income.
The Company's results for the three months ended March 31, 2026 include the operating results of the acquired assets and assumed liabilities of FineMark subsequent to the acquisition on January 1, 2026. Due to the streamlining and integration of the operating activities into those of the Company post-acquisition, historical reporting for the former FineMark operations is impracticable, and thus disclosures of the revenue from the assets acquired and income before taxes are impracticable for the period subsequent to the acquisition.
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3. Loans and Allowance for Credit Losses
Major classifications within the Company’s held for investment loan portfolio at March 31, 2026 and December 31, 2025 are as follows:
(In thousands)
March 31, 2026 December 31, 2025
Commercial:
Business $ 6,750,356 $ 6,439,380
Real estate – construction and land 1,581,789 1,438,012
Real estate – business 4,059,539 3,674,567
Personal Banking:
Real estate – personal 4,407,606 3,053,435
Consumer 2,475,353 2,196,822
Revolving home equity 619,178 375,159
Consumer credit card 557,733 589,694
Overdrafts 9,510 4,194
Total loans $ 20,461,064 $ 17,771,263
Accrued interest receivable totaled $ 78.9 million and $ 74.4 million at March 31, 2026 and December 31, 2025, respectively, and was included within other assets on the consolidated balance sheets. For the three months ended March 31, 2026, the Company wrote-off accrued interest by reversing interest income of $ 39 thousand and $ 1.6 million in the Commercial and Personal Banking portfolios, respectively. For the three months ended March 31, 2025, the Company reversed $ 112 thousand and $ 1.7 million in the Commercial and Personal Banking portfolios, respectively.
At March 31, 2026, loans of $ 3.7 billion were pledged at the Federal Home Loan Bank as collateral for borrowings and letters of credit obtained to secure public deposits. Additional loans of $ 2.7 billion were pledged at the Federal Reserve Bank as collateral for discount window borrowings.
Allowance for credit losses
The allowance for credit losses is measured using an average historical loss model which incorporates relevant information about past events (including historical credit loss experience on loans with similar risk characteristics), current conditions, and reasonable and supportable forecasts that affect the collectability of the remaining cash flows over the contractual term of the loans. The allowance for credit losses is measured on a collective (pool) basis. Loans are aggregated into pools based on similar risk characteristics including borrower type, collateral type and expected credit loss patterns. Loans that do not share similar risk characteristics, primarily large loans on non-accrual status, are evaluated on an individual basis.
For loans evaluated for credit losses on a collective basis, average historical loss rates are calculated for each pool using the Company’s historical net charge-offs (combined charge-offs and recoveries by observable historical reporting period) and outstanding loan balances during a lookback period. Lookback periods can be different based on the individual pool and represent management’s credit expectations for the pool of loans over the remaining contractual life. In certain loan pools, if the Company’s own historical loss rate is not reflective of the loss expectations, the historical loss rate is augmented by industry and peer data. The calculated average net charge-off rate is then adjusted for current conditions and reasonable and supportable forecasts. These adjustments increase or decrease the average historical loss rate to reflect expectations of future losses given a single path economic forecast of key macroeconomic variables including GDP, disposable income, various interest rates, unemployment rate, consumer price index (CPI) inflation rate, housing price index (HPI), commercial real estate price index (CREPI) and market volatility. The adjustments are based on results from various regression models projecting the impact of the macroeconomic variables to loss rates. The forecast is used for a reasonable and supportable period before reverting back to historical averages using a straight-line method. The forecast-adjusted loss rate is applied to the amortized cost of loans over the remaining contractual lives, adjusted for expected prepayments. The contractual term excludes expected extensions (except for contractual extensions at the option of the customer), renewals and modifications. Credit cards and certain similar consumer lines of credit do not have stated maturities and therefore, for these loan classes, remaining contractual lives are determined by estimating future cash flows expected to be received from customers until payments have been fully allocated to outstanding balances. Additionally, the allowance for credit losses considers other qualitative factors not included in historical loss rates or macroeconomic forecast such as changes in portfolio composition, underwriting practices, or significant unique events or conditions.
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Key assumptions in the Company’s allowance for credit loss model include the economic forecast, the reasonable and supportable period, forecasted macro-economic variables, prepayment assumptions and qualitative factors applied for portfolio composition changes, underwriting practices, or significant unique events or conditions. The assumptions utilized in estimating the Company’s allowance for credit losses at March 31, 2026 and December 31, 2025 are discussed below.
Key Assumption March 31, 2026 December 31, 2025
Overall economic forecast • Economy expected to slow but continue to expand
• Slightly increased unemployment due to reduced hiring
• Inflation remains elevated
• Assumes conflict in the Middle East will deescalate in the near term
• Increased GDP due to expected increases in consumer spending
• Stable unemployment
• Higher rates and volatility are expected to continue
Reasonable and supportable period and related reversion period • Reasonable and supportable period of one year
• Reversion to historical average loss rates within two quarters using a straight-line method
• Reasonable and supportable period of one year
• Reversion to historical average loss rates within two quarters using a straight-line method
Forecasted macro-economic variables • Unemployment rate ranges from 4.4% to 4.5% during the supportable forecast period
• Real GDP growth ranges from 1.9% to 2.4%
• Housing Price Index from 328.4 to 333.8
• Commercial Real Estate Price Index from 308.8 to 320.4
• CPI inflation rate from 2.8% to 3.9%
• Unemployment rate ranges from 4.3% to 4.5% during the supportable forecast period
• Real GDP growth ranges from 2.1% to 2.8%
• Housing Price Index from 324.9 to 329.7
• Commercial Real Estate Price Index from 292.5 to 305.6
• CPI inflation rate from 2.1% to 2.6%
Prepayment assumptions Commercial loans
• 5% for most loan pools
Personal banking loans
• Ranging from 9.4% to 24.6% for most loan pools
• Consumer credit cards 67.1%
Commercial loans
• 5% for most loan pools
Personal banking loans
• Ranging from 8.7% to 24.7% for most loan pools
• Consumer credit cards 66.9%
Qualitative factors Added qualitative factors related to:
• Changes in the composition of the loan portfolios
• Certain industries experiencing stress or emerging concerns within the portfolio
• Loans downgraded to special mention, substandard, or non-accrual status
• Auto, other vehicle and other consumer portfolios loss expectation adjustment
• Certain portfolios where the model assumptions do not capture all identified loss risk
Added qualitative factors related to:
• Changes in the composition of the loan portfolios
• Certain industries experiencing stress or emerging concerns within the portfolio
• Loans downgraded to special mention, substandard, or non-accrual status
• Auto, other vehicle and other consumer portfolios loss expectation adjustment
• Certain portfolios where the model assumptions do not capture all identified loss risk
The liability for unfunded lending commitments utilizes the same model as the allowance for credit losses on loans, however, the liability for unfunded lending commitments incorporates an assumption for the portion of unfunded commitments that are expected to be funded.
Sensitivity in the Allowance for Credit Loss model
The allowance for credit losses is an estimate that requires significant judgment including projections of the macro-economic environment. The forecasted macro-economic environment continuously changes which can cause fluctuations in the estimate of expected credit losses.
The current forecast includes projections on inflation, labor market trends, Federal Reserve monetary policy, business growth, and consumer spending. Economic, political, and social developments regionally, nationally, and even globally could significantly modify economic projections used in the estimation of the allowance for credit losses. The forecast assumes the conflict in the Middle East will de-escalate within the upcoming months and inflation trends are due to related higher energy prices. Uncertainty around increased unemployment and other negative economic trends is heightened.
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Potential changes in any one economic variable may or may not affect the overall allowance because a variety of economic variables and inputs are considered in estimating the allowance, and changes in those variables and inputs may not occur at the same rate, may not be consistent across product types, and may have offsetting impacts to other changing variables and inputs.
A summary of the activity in the allowance for credit losses on loans and the liability for unfunded lending commitments for the three months ended March 31, 2026 and 2025, respectively, follows:
For the Three Months Ended March 31, 2026
(In thousands) Commercial Personal Banking
Total
ALLOWANCE FOR CREDIT LOSSES ON LOANS
Balance at end of prior period $ 116,865 $ 62,603 $ 179,468
Initial allowance for credit losses on purchased credit deteriorated loans at acquisition 1,533 1,424 2,957
Initial allowance for credit losses on purchased seasoned loans at acquisition 7,722 12,149 19,871
Provision for credit losses on loans 4,763 6,520 11,283
Deductions:
Loans charged off 5,799 11,418 17,217
Less recoveries on loans 153 2,090 2,243
Net loan charge-offs (recoveries) 5,646 9,328 14,974
Balance March 31, 2026 $ 125,237 $ 73,368 $ 198,605
LIABILITY FOR UNFUNDED LENDING COMMITMENTS
Balance at end of prior period $ 16,539 $ 1,121 $ 17,660
Initial allowance for credit loss at acquisition 362 — 362
Provision for credit losses on unfunded lending commitments ( 335 ) 12 ( 323 )
Balance March 31, 2026 $ 16,566 $ 1,133 $ 17,699
ALLOWANCE FOR CREDIT LOSSES ON LOANS AND LIABILITY FOR UNFUNDED LENDING COMMITMENTS $ 141,803 $ 74,501 $ 216,304
For the Three Months Ended March 31, 2025
(In thousands) Commercial Personal Banking
Total
ALLOWANCE FOR CREDIT LOSSES ON LOANS
Balance at beginning of period $ 106,769 $ 55,973 $ 162,742
Provision for credit losses on loans 354 14,741 15,095
Deductions:
Loans charged off 726 12,567 13,293
Less recoveries on loans 303 2,184 2,487
Net loan charge-offs (recoveries) 423 10,383 10,806
Balance March 31, 2025 $ 106,700 $ 60,331 $ 167,031
LIABILITY FOR UNFUNDED LENDING COMMITMENTS
Balance at beginning of period $ 17,887 $ 1,048 $ 18,935
Provision for credit losses on unfunded lending commitments ( 840 ) 232 ( 608 )
Balance March 31, 2025 $ 17,047 $ 1,280 $ 18,327
ALLOWANCE FOR CREDIT LOSSES ON LOANS AND LIABILITY FOR UNFUNDED LENDING COMMITMENTS $ 123,747 $ 61,611 $ 185,358
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Delinquent and non-accrual loans
The Company considers loans past due on the day following the contractual repayment date, if the contractual repayment was not received by the Company as of the end of the business day. The following table provides aging information on the Company’s past due and accruing loans, in addition to the balances of loans on non-accrual status, at March 31, 2026 and December 31, 2025.
(In thousands)
Current or Less Than 30 Days Past Due
30 – 89
Days Past Due
90 Days Past Due and Still Accruing Non-accrual
Total
March 31, 2026
Commercial:
Business $ 6,745,956 $ 3,640 $ 559 $ 201 $ 6,750,356
Real estate – construction and land 1,581,250 361 178 — 1,581,789
Real estate – business 4,045,538 4,435 197 9,369 4,059,539
Personal Banking:
Real estate – personal 4,376,280 20,721 9,289 1,316 4,407,606
Consumer 2,452,149 20,337 2,867 — 2,475,353
Revolving home equity 614,338 3,453 1,353 34 619,178
Consumer credit card 542,359 6,993 8,381 — 557,733
Overdrafts 9,212 298 — — 9,510
Total $ 20,367,082 $ 60,238 $ 22,824 $ 10,920 $ 20,461,064
December 31, 2025
Commercial:
Business $ 6,437,476 $ 1,241 $ 540 $ 123 $ 6,439,380
Real estate – construction and land 1,437,727 285 — — 1,438,012
Real estate – business 3,636,517 23,265 — 14,785 3,674,567
Personal Banking:
Real estate – personal 3,021,212 19,450 11,931 842 3,053,435
Consumer 2,165,109 28,269 3,444 — 2,196,822
Revolving home equity 373,245 1,493 421 — 375,159
Consumer credit card 573,698 7,673 8,323 — 589,694
Overdrafts 3,787 407 — — 4,194
Total $ 17,648,771 $ 82,083 $ 24,659 $ 15,750 $ 17,771,263
At March 31, 2026, the Company had $ 9.1 million non-accrual loans that had no allowance for credit loss, compared to no non-accrual loans that had no allowance for credit loss at December 31, 2025. The Company did not record any interest income on non-accrual loans during the three months ended March 31, 2026 and 2025, respectively.
Credit quality indicators
The following table provides information about the credit quality of the Commercial loan portfolio. The Company utilizes an internal risk rating system comprised of a series of grades to categorize loans according to perceived risk associated with the expectation of debt repayment based on borrower specific information including, but not limited to, current financial information, historical payment experience, industry information, collateral levels and collateral types. The “pass” category consists of a range of loan grades that reflect increasing, though still acceptable, risk. A loan is assigned the risk rating at origination and then monitored throughout the contractual term for possible risk rating changes. Movement of risk through the various grade levels in the “pass” category is monitored for early identification of credit deterioration. The “special mention” rating is applied to loans where the borrower exhibits negative financial trends due to borrower specific or systemic conditions that, if left uncorrected, threaten its capacity to meet its debt obligations. The borrower is believed to have sufficient financial flexibility to react to and resolve its negative financial situation. It is a transitional grade that is closely monitored for improvement or deterioration. The “substandard” rating is applied to loans where the borrower exhibits well-defined weaknesses that jeopardize its continued performance and are of a severity that the distinct possibility of default exists. Loans are placed on “non-accrual” when management does not expect to collect payments consistent with acceptable and agreed upon terms of repayment.
All loans are analyzed for risk rating updates annually. For larger loans, rating assessments may be more frequent if relevant information is obtained earlier through debt covenant monitoring or overall relationship management. Smaller loans
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are monitored as identified by the loan officer based on the risk profile of the individual borrower or if the loan becomes past due related to credit issues. Loans rated special mention, substandard or non-accrual are subject to quarterly review and monitoring processes. In addition to the regular monitoring performed by the lending personnel and credit committees, loans are subject to review by a credit review department which verifies the appropriateness of the risk ratings for the loans chosen as part of its risk-based review plan.
The risk category of loans in the Commercial portfolio as of March 31, 2026 and December 31, 2025 are as follows:
Term Loans Amortized Cost Basis by Origination Year
(In thousands) 2026 2025 2024 2023 2022 Prior Revolving Loans Amortized Cost Basis Total
March 31, 2026
Business
Risk Rating:
Pass $ 440,569 $ 1,543,502 $ 805,900 $ 543,237 $ 398,031 $ 548,931 $ 2,254,771 $ 6,534,941
Special mention — 10,239 24 698 130 400 40,163 51,654
Substandard — 22,070 19,481 3,867 14,975 3,480 99,687 163,560
Non-accrual — 50 36 114 — 1 — 201
Total Business: $ 440,569 $ 1,575,861 $ 825,441 $ 547,916 $ 413,136 $ 552,812 $ 2,394,621 $ 6,750,356
Gross write-offs for the three months ended March 31, 2026
$ — $ — $ — $ 32 $ 55 $ 24 $ 272 $ 383
Real estate-construction
Risk Rating:
Pass $ 156,781 $ 548,196 $ 325,625 $ 252,478 $ 171,259 $ 6,032 $ 23,424 $ 1,483,795
Special mention — 13,942 — 55,816 — — — 69,758
Substandard — — — 2,340 25,896 — — 28,236
Total Real estate-construction: $ 156,781 $ 562,138 $ 325,625 $ 310,634 $ 197,155 $ 6,032 $ 23,424 $ 1,581,789
Gross write-offs for the three months ended March 31, 2026
$ — $ — $ — $ — $ — $ — $ — $ —
Real estate-business
Risk Rating:
Pass $ 329,613 $ 1,323,163 $ 424,020 $ 332,634 $ 527,246 $ 783,918 $ 166,110 $ 3,886,704
Special mention — 43,408 9,899 1,403 2,382 66 3,832 60,990
Substandard — 390 973 11,228 31,131 52,377 6,377 102,476
Non-accrual — — — — 124 9,245 — 9,369
Total Real estate-business: $ 329,613 $ 1,366,961 $ 434,892 $ 345,265 $ 560,883 $ 845,606 $ 176,319 $ 4,059,539
Gross write-offs for the three months ended March 31, 2026
$ — $ — $ — $ — $ — $ 5,416 $ — $ 5,416
Commercial loans
Risk Rating:
Pass $ 926,963 $ 3,414,861 $ 1,555,545 $ 1,128,349 $ 1,096,536 $ 1,338,881 $ 2,444,305 $ 11,905,440
Special mention — 67,589 9,923 57,917 2,512 466 43,995 182,402
Substandard — 22,460 20,454 17,435 72,002 55,857 106,064 294,272
Non-accrual — 50 36 114 124 9,246 — 9,570
Total Commercial loans: $ 926,963 $ 3,504,960 $ 1,585,958 $ 1,203,815 $ 1,171,174 $ 1,404,450 $ 2,594,364 $ 12,391,684
Gross write-offs for the three months ended March 31, 2026
$ — $ — $ — $ 32 $ 55 $ 5,440 $ 272 $ 5,799
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Term Loans Amortized Cost Basis by Origination Year
(In thousands) 2025 2024 2023 2022 2021 Prior Revolving Loans Amortized Cost Basis Total
December 31, 2025
Business
Risk Rating:
Pass $ 1,704,299 $ 847,973 $ 568,361 $ 416,732 $ 252,398 $ 336,662 $ 2,129,247 $ 6,255,672
Special mention 13,410 4,149 2,661 1,536 893 1,375 47,568 71,592
Substandard 96 619 4,713 15,957 4,016 519 86,073 111,993
Non-accrual — 49 32 42 — — — 123
Total Business: $ 1,717,805 $ 852,790 $ 575,767 $ 434,267 $ 257,307 $ 338,556 $ 2,262,888 $ 6,439,380
Gross write-offs for the year ended December 31, 2025 $ — $ 389 $ 116 $ 165 $ 2 $ 10 $ 1,423 $ 2,105
Real estate-construction
Risk Rating:
Pass $ 450,046 $ 283,778 $ 379,456 $ 239,314 $ 3,857 $ 2,860 $ 18,109 $ 1,377,420
Special mention 14,104 — — — — — — 14,104
Substandard — — 2,365 25,875 18,248 — — 46,488
Total Real estate-construction: $ 464,150 $ 283,778 $ 381,821 $ 265,189 $ 22,105 $ 2,860 $ 18,109 $ 1,438,012
Gross write-offs for the year ended December 31, 2025 $ — $ 40 $ — $ — $ — $ — $ — $ 40
Real estate- business
Risk Rating:
Pass $ 1,334,661 $ 426,130 $ 309,409 $ 462,953 $ 359,933 $ 389,275 $ 166,209 $ 3,448,570
Special mention 58,905 27,423 3,572 12,221 965 1,965 31 105,082
Substandard — 1,884 6,646 26,960 13,423 50,821 6,396 106,130
Non-accrual — — — 124 153 14,508 — 14,785
Total Real-estate business: $ 1,393,566 $ 455,437 $ 319,627 $ 502,258 $ 374,474 $ 456,569 $ 172,636 $ 3,674,567
Gross write-offs for the year ended December 31, 2025 $ — $ — $ 400 $ — $ — $ — $ — $ 400
Commercial loans
Risk Rating:
Pass $ 3,489,006 $ 1,557,881 $ 1,257,226 $ 1,118,999 $ 616,188 $ 728,797 $ 2,313,565 $ 11,081,662
Special mention 86,419 31,572 6,233 13,757 1,858 3,340 47,599 190,778
Substandard 96 2,503 13,724 68,792 35,687 51,340 92,469 264,611
Non-accrual — 49 32 166 153 14,508 — 14,908
Total Commercial loans: $ 3,575,521 $ 1,592,005 $ 1,277,215 $ 1,201,714 $ 653,886 $ 797,985 $ 2,453,633 $ 11,551,959
Gross write-offs for the year ended December 31, 2025 $ — $ 429 $ 516 $ 165 $ 2 $ 10 $ 1,423 $ 2,545
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The credit quality of Personal Banking loans is monitored primarily on the basis of aging/delinquency, and this information is provided as of March 31, 2026 and December 31, 2025 below.
Term Loans Amortized Cost Basis by Origination Year
(In thousands) 2026 2025 2024 2023 2022 Prior Revolving Loans Amortized Cost Basis Total
March 31, 2026
Real estate-personal
Current to 90 days past due $ 153,432 $ 630,463 $ 427,638 $ 462,502 $ 611,820 $ 2,100,252 $ 10,894 $ 4,397,001
Over 90 days past due — — 480 1,610 2,614 4,585 — 9,289
Non-accrual — — 3 — — 1,313 — 1,316
Total Real estate-personal: $ 153,432 $ 630,463 $ 428,121 $ 464,112 $ 614,434 $ 2,106,150 $ 10,894 $ 4,407,606
Gross write-offs for the three months ended March 31, 2026
$ — $ — $ — $ — $ — $ 7 $ — $ 7
Consumer
Current to 90 days past due $ 136,277 $ 492,593 $ 212,510 $ 218,205 $ 122,293 $ 141,885 $ 1,148,723 $ 2,472,486
Over 90 days past due — 266 304 306 146 214 1,631 2,867
Total Consumer: $ 136,277 $ 492,859 $ 212,814 $ 218,511 $ 122,439 $ 142,099 $ 1,150,354 $ 2,475,353
Gross write-offs for the three months ended March 31, 2026
$ — $ 412 $ 593 $ 580 $ 256 $ 138 $ 584 $ 2,563
Revolving home equity
Current to 90 days past due $ — $ — $ — $ — $ — $ — $ 617,791 $ 617,791
Over 90 days past due — — — — — — 1,353 1,353
Total Revolving home equity: $ — $ — $ — $ — $ — $ — $ 619,178 $ 619,178
Gross write-offs for the three months ended March 31, 2026
$ — $ — $ — $ — $ — $ — $ 7 $ 7
Consumer credit card
Current to 90 days past due $ — $ — $ — $ — $ — $ — $ 549,352 $ 549,352
Over 90 days past due — — — — — — 8,381 8,381
Total Consumer credit card: $ — $ — $ — $ — $ — $ — $ 557,733 $ 557,733
Gross write-offs for the three months ended March 31, 2026
$ — $ — $ — $ — $ — $ — $ 8,214 $ 8,214
Overdrafts
Current to 90 days past due $ 9,510 $ — $ — $ — $ — $ — $ — $ 9,510
Total Overdrafts: $ 9,510 $ — $ — $ — $ — $ — $ — $ 9,510
Gross write-offs for the three months ended March 31, 2026
$ 628 $ — $ — $ — $ — $ — $ — $ 628
Personal banking loans
Current to 90 days past due $ 299,219 $ 1,123,056 $ 640,148 $ 680,707 $ 734,113 $ 2,242,137 $ 2,326,760 $ 8,046,140
Over 90 days past due — 266 784 1,916 2,760 4,799 11,365 21,890
Non-accrual — — 3 — — 1,313 34 1,350
Total Personal banking loans: $ 299,219 $ 1,123,322 $ 640,935 $ 682,623 $ 736,873 $ 2,248,249 $ 2,338,159 $ 8,069,380
Gross write-offs for the three months ended March 31, 2026
$ 628 $ 412 $ 593 $ 580 $ 256 $ 145 $ 8,805 $ 11,419
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Term Loans Amortized Cost Basis by Origination Year
(In thousands) 2025 2024 2023 2022 2021 Prior Revolving Loans Amortized Cost Basis Total
December 31, 2025
Real estate-personal
Current to 90 days past due $ 386,816 $ 312,902 $ 335,950 $ 360,793 $ 438,586 $ 1,196,850 $ 8,765 $ 3,040,662
Over 90 days past due — 570 1,581 3,581 1,820 4,379 — 11,931
Non-accrual — — — — 102 740 — 842
Total Real estate-personal: $ 386,816 $ 313,472 $ 337,531 $ 364,374 $ 440,508 $ 1,201,969 $ 8,765 $ 3,053,435
Gross write-offs for the year ended December 31, 2025 $ — $ 47 $ 65 $ 416 $ 48 $ 29 $ — $ 605
Consumer
Current to 90 days past due $ 520,170 $ 242,791 $ 237,779 $ 132,942 $ 93,343 $ 62,726 $ 903,627 $ 2,193,378
Over 90 days past due 187 387 406 276 117 195 1,876 3,444
Total Consumer: $ 520,357 $ 243,178 $ 238,185 $ 133,218 $ 93,460 $ 62,921 $ 905,503 $ 2,196,822
Gross write-offs for the year ended December 31, 2025 $ 894 $ 3,862 $ 2,948 $ 1,705 $ 720 $ 359 $ 2,032 $ 12,520
Revolving home equity
Current to 90 days past due $ — $ — $ — $ — $ — $ — $ 374,738 $ 374,738
Over 90 days past due — — — — — — 421 421
Total Revolving home equity: $ — $ — $ — $ — $ — $ — $ 375,159 $ 375,159
Gross write-offs for the year ended December 31, 2025 $ — $ — $ — $ — $ — $ — $ 15 $ 15
Consumer credit card
Current to 90 days past due $ — $ — $ — $ — $ — $ — $ 581,371 $ 581,371
Over 90 days past due — — — — — — 8,323 8,323
Total Consumer credit card: $ — $ — $ — $ — $ — $ — $ 589,694 $ 589,694
Gross write-offs for the year ended December 31, 2025 $ — $ — $ — $ — $ — $ — $ 31,833 $ 31,833
Overdrafts
Current to 90 days past due $ 4,194 $ — $ — $ — $ — $ — $ — $ 4,194
Total Overdrafts: $ 4,194 $ — $ — $ — $ — $ — $ — $ 4,194
Gross write-offs for the year ended December 31, 2025 $ 2,522 $ — $ — $ — $ — $ — $ — $ 2,522
Personal banking loans
Current to 90 days past due $ 911,180 $ 555,693 $ 573,729 $ 493,735 $ 531,929 $ 1,259,576 $ 1,868,501 $ 6,194,343
Over 90 days past due 187 957 1,987 3,857 1,937 4,574 10,620 24,119
Non-accrual — — — — 102 740 — 842
Total Personal banking loans: $ 911,367 $ 556,650 $ 575,716 $ 497,592 $ 533,968 $ 1,264,890 $ 1,879,121 $ 6,219,304
Gross write-offs for the year ended December 31, 2025 $ 3,416 $ 3,909 $ 3,013 $ 2,121 $ 768 $ 388 $ 33,880 $ 47,495
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Collateral-dependent loans
The Company's collateral-dependent loans are comprised of large loans on non-accrual status. The Company requires that collateral-dependent loans are either over-collateralized or carry collateral equal to the amortized cost of the loan. The following table presents the amortized cost basis of collateral-dependent loans as of March 31, 2026 and December 31, 2025.
(In thousands) Real Estate Total
March 31, 2026
Commercial:
Real estate - business $ 9,092 $ 9,092
Total $ 9,092 $ 9,092
December 31, 2025
Commercial:
Real estate - business $ 14,508 $ 14,508
Total $ 14,508 $ 14,508
Modifications for borrowers experiencing financial difficulty
When borrowers are experiencing financial difficulty, the Company may agree to modify the contractual terms of a loan to a borrower in order to assist the borrower in repaying principal and interest owed to the Company.
The Company's modifications of loans to borrowers experiencing financial difficulty are generally in the form of term extensions, repayment plans, payment deferrals, forbearance agreements, interest rate reductions, forgiveness of interest and/or fees, or any combination thereof. Commercial loans modified to borrowers experiencing financial difficulty are primarily loans that are substandard or non-accrual, where the maturity date was extended. Modifications on personal real estate loans are primarily those placed on forbearance plans, repayment plans, or deferral plans where monthly payments are suspended for a period of time or past due amounts are paid off over a certain period of time in the future or set up as a balloon payment at maturity. Modifications to certain credit card and other small consumer loans are often modified under debt counseling programs that can reduce the contractual rate or, in certain instances, forgive certain fees and interest charges. Other consumer loans modified to borrowers experiencing financial difficulty consist of various other workout arrangements with consumer customers.
The following tables present the amortized cost at March 31, 2026 of loans that were modified during the three months ended March 31, 2026 and the amortized cost at March 31, 2025 of loans that were modified during the three months ended March 31, 2025.
For the Three Months Ended March 31, 2026
(Dollars in thousands)
Term Extension Payment Delay Interest Rate Reduction Total % of Total Loan Category
March 31, 2026
Commercial:
Business $ 62,272 $ — $ — $ 62,272 0.9 %
Real estate – construction and land 2,340 — — 2,340 0.1
Real estate – business 533 — — 533 —
Personal Banking:
Real estate – personal — 801 — 801 —
Consumer — — 22 22 —
Consumer credit card — — 902 902 0.2
Total $ 65,145 $ 801 $ 924 $ 66,870 0.3 %
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For the Three Months Ended March 31, 2025
(Dollars in thousands)
Term Extension Payment Delay Interest Rate Reduction Total % of Total Loan Category
March 31, 2025
Commercial:
Business $ 54,539 $ — $ — $ 54,539 0.9 %
Real estate – business 76,958 — — 76,958 2.1
Personal Banking:
Real estate – personal — 3,884 — 3,884 0.1
Consumer — — 67 67 —
Consumer credit card — — 880 880 0.2
Total $ 131,497 $ 3,884 $ 947 $ 136,328 0.8 %
The estimate of lifetime expected losses utilized in the allowance for credit losses model is developed using average historical experience on loans with similar risk characteristics, which includes losses from modifications of loans to borrowers experiencing financial difficulty. As a result, a change to the allowance for credit losses is generally not recorded upon modification. For modifications to loans made to borrowers experiencing financial difficulty that are placed on non-accrual status, the Company determines the allowance for credit losses on an individual evaluation, using the same process that it utilizes for other loans on non-accrual status. Modifications made to commercial loans which are not on non-accrual status for borrowers experiencing financial difficulty are collectively evaluated based on internal risk rating, loan type, delinquency, historical experience, and current economic factors. Modifications made to borrowers experiencing financial difficulty for personal banking loans which are not on non-accrual status are collectively evaluated based on loan type, delinquency, historical experience, and current economic factors.
If a loan to a borrower experiencing financial difficulty is modified and subsequently deemed uncollectible, the allowance for credit losses continues to be based on individual evaluation, if that loan is already on non-accrual status. For those loans, the allowance for credit losses is estimated using discounted expected cash flows or the fair value of collateral. If an accruing loan made to a borrower experiencing financial difficulty is modified and subsequently deemed uncollectible, the loan's risk rating is downgraded to non-accrual status and the loan's related allowance for credit losses is determined based on individual evaluation, or if necessary, the loan is charged off and collection efforts begin.
The following tables summarize the financial impact of loan modifications and payment deferrals during the three months ended March 31, 2026 and March 31, 2025.
Term Extension
Three Months Ended March 31, 2026 Three Months Ended March 31, 2025
Commercial:
Business Extended maturity by a weighted average of 11 months.
Extended maturity by a weighted average of 7 months.
Real estate – construction and land Extended maturity by a weighted average of 11 months.
---
Real estate – business Extended maturity by a weighted average of 8 months.
Extended maturity by a weighted average of 18 months.
Payment Delay
Three Months Ended March 31, 2026 Three Months Ended March 31, 2025
Personal Banking:
Real estate – personal Deferred certain payments by a weighted average of 26 years .
Deferred certain payments by a weighted average of 16 years .
Consumer Deferred certain payments by a weighted average of 26 years.
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Interest Rate Reduction
Three Months Ended March 31, 2026 Three Months Ended March 31, 2025
Personal Banking:
Consumer Reduced contractual interest rate from average 22% to 6%. Reduced contractual interest rate from average 21% to 6%.
Consumer credit card Reduced contractual interest rate from average 22% to 6%. Reduced contractual interest rate from average 21% to 6%.
The Company had commitments of $ 13.3 million and $ 11.4 million at March 31, 2026 and December 31, 2025, respectively, to lend additional funds to borrowers experiencing financial difficulty and for whom the Company has modified the terms of loans in the form of an interest rate reduction; an other-than-insignificant payment delay; forgiveness of principal, interest, or fees; or a term extension during the current reporting period.
The following tables provide the amortized cost basis at March 31, 2026 of loans to borrowers experiencing financial difficulty that had a payment default during the three months ended March 31, 2026 and were modified within the 12 months preceding the payment default, as well as the amortized cost basis at March 31, 2025 of loans to borrowers experiencing financial difficulty that had a payment default during the three months ended March 31, 2025 and had been modified within the 12 months preceding the payment default. For purposes of this disclosure, the Company considers "default" to mean 90 days or more past due as to interest or principal.
For the Three Months Ended March 31, 2026
(Dollars in thousands) Term Extension Payment Delay Interest Rate Reduction Interest/Fees Forgiven Total
March 31, 2026
Commercial:
Real estate – business $ 9,093 $ — $ — $ — $ 9,093
Personal Banking:
Real estate – personal — 144 — — 144
Consumer — 34 8 — 42
Consumer credit card — — 276 — 276
Total $ 9,093 $ 178 $ 284 $ — $ 9,555
For the Three Months Ended March 31, 2025
(Dollars in thousands)
Term Extension Payment Delay Interest Rate Reduction Interest/Fees Forgiven Total
March 31, 2025
Commercial:
Real estate – business $ 14,667 $ — $ — $ — $ 14,667
Personal Banking:
Real estate – personal — 1,762 — — 1,762
Consumer — — 33 — 33
Consumer credit card — — 218 — 218
Total $ 14,667 $ 1,762 $ 251 $ — $ 16,680
The following tables present the amortized cost basis at March 31, 2026 of loans to borrowers experiencing financial difficulty that had been modified within the previous 12 months as well as the amortized cost basis at March 31, 2025 of loans to borrowers experiencing financial difficulty that had been modified within the 12 months preceding March 31, 2025.
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(In thousands)
Current 30-89 Days Past Due
90 Days Past Due Total
March 31, 2026
Commercial:
Business $ 90,748 $ 200 $ — $ 90,948
Real estate – construction and land 2,340 — — 2,340
Real estate – business 2,260 — 9,092 11,352
Personal Banking:
Real estate – personal 5,808 1,705 144 7,657
Consumer 93 4 45 142
Consumer credit card 2,368 420 274 3,062
Total $ 103,617 $ 2,329 $ 9,555 $ 115,501
(In thousands)
Current 30-89 Days Past Due
90 Days Past Due Total
March 31, 2025
Commercial:
Business $ 89,831 $ 44 $ — $ 89,875
Real estate – business 124,311 124 14,667 139,102
Personal Banking:
Real estate – personal 7,008 2,762 1,763 11,533
Consumer 852 17 33 902
Consumer credit card 2,418 445 218 3,081
Total $ 224,420 $ 3,392 $ 16,681 $ 244,493
Loans held for sale
The Company designates certain long-term fixed rate personal real estate loans as held for sale, and the Company has elected the fair value option for these loans. The election of the fair value option aligns the accounting for these loans with the related economic hedges discussed in Note 12. The loans are primarily sold to Federal Home Loan Mortgage Corporation (FHLMC) and Federal National Mortgage Association (FNMA). At March 31, 2026, the fair value of these loans was $ 1.7 million, and the unpaid principal balance was $ 1.6 million.
At March 31, 2026, none of the loans held for sale were on non-accrual status or 90 days past due and still accruing interest.
Foreclosed real estate/repossessed assets
The Company’s holdings of foreclosed real estate totaled $ 678 thousand and $ 1.2 million at March 31, 2026 and December 31, 2025, respectively, and included in those amounts were $ 678 thousand and $ 1.0 million at March 31, 2026 and December 31, 2025, respectively, of foreclosed residential real estate properties held as a result of obtaining physical possession. Personal property acquired in repossession, generally autos, totaled $ 2.8 million and $ 2.3 million at March 31, 2026 and December 31, 2025. Upon acquisition, these assets are recorded at fair value less estimated selling costs at the date of foreclosure, establishing a new cost basis. They are subsequently carried at the lower of this cost basis or fair value less estimated selling costs.
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4. Investment Securities
Investment securities consisted of the following at March 31, 2026 and December 31, 2025.
(In thousands) March 31, 2026 December 31, 2025
Available for sale debt securities $ 8,646,127 $ 9,095,513
Trading debt securities 44,329 40,080
Equity securities:
Readily determinable fair value 46,193 47,551
No readily determinable fair value 10,000 9,803
Other:
Federal Reserve Bank stock 54,434 35,918
Federal Home Loan Bank stock 10,141 10,198
Private equity investments 183,764 184,343
Total investment securities (1)
$ 8,994,988 $ 9,423,406
(1) Accrued interest receivable totaled $ 36.4 million and $ 42.0 million at March 31, 2026 and December 31, 2025, respectively, and was included within other assets on the consolidated balance sheets.
Most of the Company’s investment securities are classified as available for sale debt securities, and this portfolio is discussed in more detail below. The Company’s equity securities are also discussed below. Other investment securities include Federal Reserve Bank (FRB) stock, Federal Home Loan Bank (FHLB) stock, and investments in portfolio concerns held by the Company’s private equity subsidiary. FRB stock and FHLB stock are held for liquidity management and regulatory purposes. Investment in FRB stock is based on the capital structure of the investing bank, and investment in FHLB stock is tied to the asset size of the borrowing bank and the level of borrowings from the FHLB. These holdings are carried at cost. The Company’s private equity investments are carried at estimated fair value.
Equity Securities
The Company’s equity securities portfolio includes mutual funds and common stock with readily determinable fair values as well as equity securities with no readily determinable fair value. The Company has elected to measure equity securities with no readily determinable fair value at cost minus impairment, if any, plus or minus changes resulting from observable price changes for the identical or similar investment of the same issuer. At March 31, 2026, this portfolio included the Company’s 411,723 shares of Visa Inc. (“Visa”) Class B-2 common stock, which are held by Commerce Bancshares, Inc. and were acquired by participating in a public exchange offer by Visa in 2024 (2024 Exchange Offer). At March 31, 2026, the Company’s Visa Class B-2 shares are carried at cost, which is $ 0 , as the Company elected the measurement alternative approach for these shares and there have not been observable price changes in orderly transactions for identical or similar investments of the same issuer for the Visa Class B-2 shares held by the Company.
As a condition of participating in the 2024 Exchange Offer, the Company entered into a Makewhole Agreement (2024 Makewhole Agreement) with Visa that provides for cash payments to Visa to the extent (if any) that future adjustments to the conversion ratio for the Visa Class B-2 common stock to Class A common stock cause such ratio to fall below zero. Changes to the conversion ratio occur when Visa deposits funds to a litigation escrow established by Visa to pay settlements for certain covered litigation that pre-dated Visa’s initial public offering, for which Visa had been effectively indemnified by Visa USA members through reductions to the conversion ratio for its Class B-1 common stock. The purpose of the 2024 Makewhole Agreement was to preserve the economic benefit of these adjustments to the Class B-1 conversion ratio for the benefit of Visa’s Class A and Class C common stockholders following the exchange. As further described in Visa’s related Issuer Tender Offer Statement on Schedule TO and Prospectus, each dated April 8, 2024, publicly filed with the U. S. Securities and Exchange Commission, both the Makewhole Agreement and the related escrow fund and transfer restrictions on Visa’s Class B-1 common stock and the new Class B-2 common stock will terminate whenever the covered litigation is ultimately resolved, at which future date outstanding shares of Visa Class B-2 common stock will be convertible into shares of its Class A common stock at the then-applicable conversion ratio.
Available for sale debt securities portfolio
The majority of the Company’s investment portfolio is comprised of available for sale debt securities, which are carried at fair value with changes in fair value reported in accumulated other comprehensive income (AOCI). A summary of the available for sale debt securities by maturity groupings as of March 31, 2026 is shown below. The investment portfolio includes agency mortgage-backed securities, which are guaranteed by agencies such as FHLMC, FNMA, and Government National Mortgage Association (GNMA), in addition to non-agency mortgage-backed securities, which have no guarantee but are collateralized by commercial and residential mortgages. Also included are certain other asset-backed securities, which are primarily
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collateralized by credit cards, automobiles, student loans, and commercial loans. These securities differ from traditional debt securities primarily in that they may have uncertain maturity dates and are priced based on estimated prepayment rates on the underlying collateral.
(In thousands) Amortized
Cost Fair
Value
U.S. government and federal agency obligations:
Within 1 year $ 422,299 $ 423,185
After 1 but within 5 years 1,704,983 1,707,211
After 5 but within 10 years 913,297 910,616
After 10 years 106,606 106,281
Total U.S. government and federal agency obligations 3,147,185 3,147,293
Government-sponsored enterprise obligations:
After 1 but within 5 years 3,962 3,737
After 5 but within 10 years 30,816 26,321
After 10 years 19,821 13,927
Total government-sponsored enterprise obligations 54,599 43,985
State and municipal obligations:
Within 1 year 55,782 55,348
After 1 but within 5 years 428,431 409,208
After 5 but within 10 years 116,777 103,102
After 10 years 104,874 87,166
Total state and municipal obligations 705,864 654,824
Mortgage and asset-backed securities:
Agency mortgage-backed securities 3,701,146 3,123,669
Non-agency mortgage-backed securities 446,168 414,777
Asset-backed securities 1,104,943 1,093,819
Total mortgage and asset-backed securities 5,252,257 4,632,265
Other debt securities:
Within 1 year 8,021 7,924
After 1 but within 5 years 59,891 55,915
After 5 but within 10 years 81,872 80,151
After 10 years 23,937 23,770
Total other debt securities 173,721 167,760
Total available for sale debt securities $ 9,333,626 $ 8,646,127
Investments in U.S. government and federal agency obligations include U.S. Treasury inflation-protected securities, which totaled $ 380.7 million, at fair value, at March 31, 2026. Interest earned on these securities increases with inflation and decreases with deflation, as measured by the non-seasonally adjusted Consumer Price Index (CPI-U). At maturity, the principal paid is the greater of an inflation-adjusted principal or the original principal.
Allowance for credit losses on available for sale debt securities
Securities for which fair value is less than amortized cost are reviewed for impairment. Special emphasis is placed on securities whose credit rating has fallen below Baa3 (Moody's) or BBB- (Standard & Poor's), whose fair values have fallen more than 20 % below purchase price, or those which have been identified based on management’s judgment. These securities are placed on a watch list and cash flow analyses are prepared on an individual security basis. Certain securities are analyzed using a projected cash flow model, discounted to present value, and compared to the current amortized cost bases of the securities. The model uses input factors such as cash flow projections, contractual payments required, expected delinquency rates, credit support from other tranches, prepayment speeds, collateral loss severity rates (including loan to values), and various other information related to the underlying collateral. Securities not analyzed using the cash flow model are analyzed by reviewing credit ratings, credit support agreements, and industry knowledge to project future cash flows and any possible credit impairment.
At March 31, 2026, the fair value of securities on this watch list was $ 970.5 million compared to $ 896.7 million at December 31, 2025. Almost all of the securities included on the Company's watch list in the current quarter were experiencing unrealized loss positions due to the increase in interest rates since their purchase and were analyzed outside of the cash flow model. At March 31, 2026, the securities on the Company's watch list that were not deemed to be solely related to increasing interest rates were securities backed by government-guaranteed student loans and are expected to perform as contractually required. As of March 31, 2026, the Company did not identify any securities for which a credit loss exists, and for the three
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months ended March 31, 2026 and 2025, the Company did not recognize a credit loss expense on any available for sale debt securities.
The table below summarizes debt securities available for sale in an unrealized loss position, aggregated by length of loss period, for which an allowance for credit losses has not been recorded at March 31, 2026 and December 31, 2025. Unrealized losses on these available for sale securities have not been recognized into income because after review, the securities were deemed not to be impaired. The unrealized losses on these securities are primarily attributable to changes in interest rates and current market conditions. At March 31, 2026, the Company does not intend to sell the securities, nor is it anticipated that it would be required to sell any of these securities at a loss.
Less than 12 months 12 months or longer Total
(In thousands)
Fair Value Unrealized
Losses Fair Value Unrealized
Losses Fair Value Unrealized
Losses
March 31, 2026
U.S. government and federal agency obligations $ 1,321,452 $ 9,277 $ 190,275 $ 7,123 $ 1,511,727 $ 16,400
Government-sponsored enterprise obligations — — 43,985 10,614 43,985 10,614
State and municipal obligations 30,515 118 614,192 50,935 644,707 51,053
Mortgage and asset-backed securities:
Agency mortgage-backed securities 3,670 47 3,047,265 578,793 3,050,935 578,840
Non-agency mortgage-backed securities — — 401,037 31,665 401,037 31,665
Asset-backed securities 68,558 181 514,421 16,102 582,979 16,283
Total mortgage and asset-backed securities 72,228 228 3,962,723 626,560 4,034,951 626,788
Other debt securities 18,832 10 93,283 6,578 112,115 6,588
Total $ 1,443,027 $ 9,633 $ 4,904,458 $ 701,810 $ 6,347,485 $ 711,443
December 31, 2025
U.S. government and federal agency obligations $ 612,167 $ 2,620 $ 314,006 $ 8,244 $ 926,173 $ 10,864
Government-sponsored enterprise obligations — — 44,712 10,239 44,712 10,239
State and municipal obligations 12,157 18 636,492 50,323 648,649 50,341
Mortgage and asset-backed securities:
Agency mortgage-backed securities 2,437 30 3,148,627 565,056 3,151,064 565,086
Non-agency mortgage-backed securities — — 421,508 31,942 421,508 31,942
Asset-backed securities 32,875 36 546,984 16,925 579,859 16,961
Total mortgage and asset-backed securities 35,312 66 4,117,119 613,923 4,152,431 613,989
Other debt securities — — 110,038 6,661 110,038 6,661
Total $ 659,636 $ 2,704 $ 5,222,367 $ 689,390 $ 5,882,003 $ 692,094
The entire available for sale debt portfolio included $ 6.3 billion of securities that were in a loss position at March 31, 2026, compared to $ 5.9 billion at December 31, 2025. The total amount of unrealized loss on these securities was $ 711.4 million at March 31, 2026, an increase of $ 19.3 million compared to the unrealized loss at December 31, 2025. Securities with significant unrealized losses are discussed in the "Allowance for credit losses on available for sale debt securities" section above.
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For debt securities classified as available for sale, the following table shows the amortized cost, fair value, and allowance for credit losses of securities available for sale at March 31, 2026 and December 31, 2025, and the corresponding amounts of gross unrealized gains and losses (pre-tax) in AOCI, by security type.
(In thousands)
Amortized Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Allowance for Credit Losses Fair Value
March 31, 2026
U.S. government and federal agency obligations $ 3,147,185 $ 16,508 $ ( 16,400 ) $ — $ 3,147,293
Government-sponsored enterprise obligations 54,599 — ( 10,614 ) — 43,985
State and municipal obligations 705,864 13 ( 51,053 ) — 654,824
Mortgage and asset-backed securities:
Agency mortgage-backed securities 3,701,146 1,363 ( 578,840 ) — 3,123,669
Non-agency mortgage-backed securities 446,168 274 ( 31,665 ) — 414,777
Asset-backed securities 1,104,943 5,159 ( 16,283 ) — 1,093,819
Total mortgage and asset-backed securities 5,252,257 6,796 ( 626,788 ) — 4,632,265
Other debt securities 173,721 627 ( 6,588 ) — 167,760
Total $ 9,333,626 $ 23,944 $ ( 711,443 ) $ — $ 8,646,127
December 31, 2025
U.S. government and federal agency obligations $ 3,257,561 $ 32,403 $ ( 10,864 ) $ — $ 3,279,100
Government-sponsored enterprise obligations 54,951 — ( 10,239 ) — 44,712
State and municipal obligations 715,037 37 ( 50,341 ) — 664,733
Mortgage and asset-backed securities:
Agency mortgage-backed securities 3,786,811 1,380 ( 565,086 ) — 3,223,105
Non-agency mortgage-backed securities 467,200 430 ( 31,942 ) — 435,688
Asset-backed securities 1,269,503 9,503 ( 16,961 ) — 1,262,045
Total mortgage and asset-backed securities 5,523,514 11,313 ( 613,989 ) — 4,920,838
Other debt securities 191,215 1,576 ( 6,661 ) — 186,130
Total $ 9,742,278 $ 45,329 $ ( 692,094 ) $ — $ 9,095,513
The following table presents proceeds from sales of securities and the components of investment securities gains and losses which have been recognized in earnings.
For the Three Months Ended March 31
(In thousands) 2026 2025
Proceeds from sales of securities:
Other investments
$ 17,662 $ 6,757
Total proceeds
$ 17,662 $ 6,757
Investment securities gains (losses), net:
Available for sale debt securities:
Gains realized on sales $ — $ 4
Equity securities:
Gains (losses) on equity securities, net 160 ( 97 )
Other:
Gains realized on sales
597 1,071
Losses realized on sales
— ( 44 )
Fair value adjustments, net 10,890 ( 8,525 )
Total investment securities gains (losses), net $ 11,647 $ ( 7,591 )
Net gains on investment securities for the three months ended March 31, 2026 were mainly comprised of net gains in fair value of $ 10.9 million on private equity investments.
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Pledged securities
At March 31, 2026, securities totaling $ 6.7 billion in fair value were pledged to secure public fund deposits, securities sold under agreements to repurchase, trust funds, and borrowings at the FRB and FHLB, compared to $ 7.3 billion at December 31, 2025. Excluding obligations of various government-sponsored enterprises such as FNMA, FHLB and FHLMC, no investment in a single issuer exceeded 10 % of shareholders’ equity.
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5. Goodwill and Other Intangible Assets
The following table presents information about the Company's intangible assets which have estimable useful lives.
March 31, 2026 December 31, 2025
(In thousands)
Gross Carrying Amount Accumulated Amortization Valuation Allowance Net Amount Gross Carrying Amount Accumulated Amortization Valuation Allowance Net Amount
Amortizable intangible assets:
Core deposit premium $ 72,581 $ ( 8,031 ) $ — $ 64,550 $ 5,550 $ ( 5,427 ) $ — $ 123
Trade name 5,550 ( 277 ) — 5,273 — — — —
Customer relationships 65,500 ( 2,519 ) — 62,981 — — — —
Mortgage servicing rights 13,929 ( 4,348 ) — 9,581 13,805 ( 4,217 ) — 9,588
Total $ 157,560 $ ( 15,175 ) $ — $ 142,385 $ 19,355 $ ( 9,644 ) $ — $ 9,711
Aggregate amortization expense on intangible assets was $ 5.7 million and $ 338 thousand for the three month periods ended March 31, 2026 and 2025, respectively. The following table shows the estimated annual amortization expense for the next five fiscal years. This expense is based on existing asset balances and the interest rate environment as of March 31, 2026. The Company’s actual amortization expense in any given period may be different from the estimated amounts depending upon the acquisition of intangible assets, changes in mortgage interest rates, prepayment rates and other market conditions.
(In thousands)
2026 $ 22,722
2027 20,875
2028 19,037
2029 17,243
2030 15,456
Changes in the carrying amount of goodwill and other intangible assets for the three month period ended March 31, 2026 are as follows:
(In thousands) Goodwill Easement Core Deposit Premium Trade Name Customer Relationships Mortgage Servicing Rights
Balance January 1, 2026
$ 146,539 $ 3,600 $ 123 $ — $ — $ 9,588
Acquisition 107,266 — 67,032 5,550 65,500 —
Originations, net of disposals — — — — — 284
Amortization — — ( 2,605 ) ( 277 ) ( 2,519 ) ( 291 )
Balance March 31, 2026 $ 253,805 $ 3,600 $ 64,550 $ 5,273 $ 62,981 $ 9,581
The Company added $ 107.3 million of goodwill related to the FineMark acquisition in the first quarter of 2026. The goodwill was calculated based on the preliminary fair values of the assets acquired and liabilities assumed as of the acquisition date and is subject to change as additional information becomes available during the measurement period. Goodwill related to the FineMark acquisition was allocated entirely to the Company's Wealth segment. Goodwill allocated to the Company’s operating segments at March 31, 2026 and December 31, 2025 is shown below.
(In thousands) March 31, 2026 December 31, 2025
Retail banking segment $ 70,721 $ 70,721
Commercial segment 75,072 75,072
Wealth segment 108,012 746
Total goodwill $ 253,805 $ 146,539
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6. Guarantees
The Company, as a provider of financial services, routinely issues financial guarantees in the form of financial and performance standby letters of credit. Standby letters of credit are contingent commitments issued by the Company generally to guarantee the payment or performance obligation of a customer to a third party. While these represent a potential outlay by the Company, a significant amount of the commitments may expire without being drawn upon. The Company has recourse against the customer for any amount it is required to pay to a third party under a standby letter of credit. The letters of credit are subject to the same credit policies, underwriting standards and approval process as loans made by the Company. Most of the standby letters of credit are secured, and in the event of nonperformance by customers, the Company has rights to the underlying collateral, which could include commercial real estate, physical plant and property, inventory, receivables, cash and marketable securities.
Upon issuance of standby letters of credit, the Company recognizes a liability for the fair value of the obligation undertaken, which is estimated to be equivalent to the amount of fees received from the customer over the life of the agreement. At March 31, 2026, that net liability was $ 4.4 million, which will be accreted into income over the remaining life of the respective commitments. The contractual amount of these letters of credit, which represents the maximum potential future payments guaranteed by the Company, was $ 682.6 million at March 31, 2026.
The Company periodically enters into credit risk participation agreements (RPAs) as a guarantor to other financial institutions, in order to mitigate those institutions’ credit risk associated with interest rate swaps with third parties. The RPA stipulates that, in the event of default by the third party on the interest rate swap, the Company will reimburse a portion of the loss borne by the financial institution. These interest rate swaps are normally collateralized (generally with real property, inventories and equipment) by the third party, which limits the credit risk associated with the Company’s RPAs. The third parties usually have other borrowing relationships with the Company. The Company monitors overall borrower collateral and at March 31, 2026, believes sufficient collateral is available to cover potential swap losses. The RPAs are carried at fair value throughout their term with all changes in fair value, including those due to a change in the third party’s creditworthiness, recorded in current earnings. The terms of the RPAs, which correspond to the terms of the underlying swaps, range from 1 to 11 years. At March 31, 2026, the fair value of the Company's guarantee liabilities for RPAs was $ 58 thousand, and the notional amount of the underlying swaps was $ 271.2 million. The maximum potential future payment guaranteed by the Company cannot be readily estimated but is dependent upon the fair value of the interest rate swaps at the time of default.
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7. Leases
The Company has net investments in direct financing and sales-type leases to commercial, industrial, and tax-exempt entities. These leases are included within business loans on the Company's consolidated balance sheets. The Company primarily leases various types of equipment, trucks and trailers, and office furniture and fixtures. Lease agreements may include options for the lessee to renew or purchase the leased equipment at the end of the lease term. The Company has elected to adopt the lease component expedient in which the lease and nonlease components are combined into the total lease receivable. The Company also leases office space to third parties, and these leases are classified as operating leases. The leases may include options to renew or expand the leased space, and currently the leases have remaining terms of 3 months to 13 years.
The following table provides the components of lease income.
For the Three Months Ended March 31
(in thousands) 2026 2025
Direct financing and sales-type leases $ 10,130 $ 9,843
Operating leases 5,080 4,297
Total lease income $ 15,210 $ 14,140
8. Pension
The amount of net pension cost is shown in the table below:
For the Three Months Ended March 31
(In thousands) 2026 2025
Service cost $ 145 $ 136
Interest cost on projected benefit obligation 971 1,073
Expected return on plan assets ( 975 ) ( 980 )
Amortization of unrecognized net loss (gain) 138 229
Net periodic pension cost $ 279 $ 458
All benefits accrued under the Company’s defined benefit pension plan have been frozen since January 1, 2011. During the first three months of 2026, the Company made no funding contributions to its defined benefit pension plan and made minimal funding contributions to a supplemental executive retirement plan (the CERP), which carries no segregated assets.
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9. Common Stock *
Presented below is a summary of the components used to calculate basic and diluted income per share. The Company applies the two-class method of computing income per share, as nonvested restricted stock awards that pay nonforfeitable common stock dividends are considered securities which participate in undistributed earnings with common stock. The two-class method requires the calculation of separate income per share amounts for the nonvested restricted stock awards and for common stock. Income per share attributable to common stock is shown in the table below. Nonvested share-based awards are further discussed in Note 14.
For the Three Months Ended March 31
(In thousands, except per share data) 2026 2025
Basic income per common share:
Net income attributable to Commerce Bancshares, Inc. $ 141,623 $ 131,592
Less income allocated to nonvested restricted stock awards 1,314 1,259
Net income allocated to common stock $ 140,309 $ 130,333
Weighted average common shares outstanding 145,786 139,563
Basic income per common share $ .96 $ .93
Diluted income per common share:
Net income attributable to Commerce Bancshares, Inc. $ 141,623 $ 131,592
Less income allocated to nonvested restricted stock awards 1,313 1,258
Net income allocated to common stock $ 140,310 $ 130,334
Weighted average common shares outstanding 145,786 139,563
Net effect of assumed exercise of stock appreciation rights and restricted stock units - based on the treasury stock method using the average market price for the respective periods 71 162
Weighted average diluted common shares outstanding 145,857 139,725
Diluted income per common share $ .96 $ .93
Unexercised stock appreciation rights of 439 thousand and 167 thousand for the three month periods ended March 31, 2026 and 2025, respectively, were excluded from the computation of diluted income per common share because their inclusion would have been anti-dilutive. Nonvested time-vested restricted stock units of 42 thousand for the three month period ended March 31, 2026 were excluded from the computation of diluted income per common share because their inclusion would have been anti-dilutive.
* All prior year share and per share amounts in this note have been restated for the 5% common stock dividend distributed in December 2025.
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10. Accumulated Other Comprehensive Income
The table below shows the activity and accumulated balances for components of other comprehensive income. Information about unrealized gains and losses on securities can be found in Note 4, and information about unrealized gains and losses on cash flow hedge derivatives is located in Note 12.
Unrealized Gains (Losses) on Securities (1) Pension Loss Unrealized Gains (Losses) on Cash Flow Hedge Derivatives (2) Total Accumulated Other Comprehensive Income (Loss)
(In thousands)
Balance January 1, 2026
$ ( 485,071 ) $ ( 9,623 ) $ ( 12,996 ) $ ( 507,690 )
Other comprehensive income (loss) before reclassifications to current earnings ( 40,733 ) — ( 1,666 ) ( 42,399 )
Amounts reclassified to current earnings from accumulated other comprehensive income — 138 ( 274 ) ( 136 )
Current period other comprehensive income (loss), before tax ( 40,733 ) 138 ( 1,940 ) ( 42,535 )
Income tax (expense) benefit 10,183 ( 35 ) 485 10,633
Current period other comprehensive income (loss), net of tax ( 30,550 ) 103 ( 1,455 ) ( 31,902 )
Balance March 31, 2026
$ ( 515,621 ) $ ( 9,520 ) $ ( 14,451 ) $ ( 539,592 )
Balance January 1, 2025
$ ( 742,926 ) $ ( 12,059 ) $ ( 3,926 ) $ ( 758,911 )
Other comprehensive income (loss) before reclassifications to current earnings 157,722 — 10,366 168,088
Amounts reclassified to current earnings from accumulated other comprehensive income ( 4 ) 229 ( 2,533 ) ( 2,308 )
Current period other comprehensive income (loss), before tax 157,718 229 7,833 165,780
Income tax (expense) benefit ( 39,430 ) ( 57 ) ( 1,958 ) ( 41,445 )
Current period other comprehensive income (loss), net of tax 118,288 172 5,875 124,335
Balance March 31, 2025
$ ( 624,638 ) $ ( 11,887 ) $ 1,949 $ ( 634,576 )
(1) The pre-tax amounts reclassified from accumulated other comprehensive income to current earnings are included in "investment securities gains (losses), net" in the consolidated statements of income.
(2) The pre-tax amounts reclassified from accumulated other comprehensive income to current earnings are included in "interest and fees on loans" in the consolidated statements of income.
11. Segments
The Company segregates financial information for use in assessing its performance and allocating resources among three operating segments: Retail Banking, Commercial and Wealth. The Retail Banking segment consists of various consumer loan and deposit products offered through its retail branch network of approximately 150 locations. This segment also includes residential mortgage, indirect and other consumer loan financing businesses, along with debit and credit card loan and fee businesses. The Commercial segment provides corporate lending (including the Small Business Banking product line within the branch network), leasing, and international services, along with business and governmental deposit products and commercial cash management services. This segment also includes both merchant and commercial bank card products as well as the Commercial Tradable Products division, which sells fixed income securities, underwrites municipal bonds, and provides securities safekeeping and accounting services to its business and correspondent bank customers. The Wealth segment provides traditional trust and estate planning, advisory and discretionary investment management, and brokerage services. This segment also provides various loan and deposit related services to its private banking customers.
The Company’s chief executive officer is its chief operating decision maker ("CODM"). The CODM is the primary individual in control of resource allocation, and the allocation determinations are made in consultation with the Company’s executive management committee, of which the CODM is a member. The Company’s CODM primarily utilizes net income before taxes to evaluate each segment’s performance and allocate resources (including employees, financial, or capital resources), primarily through the Company’s annual budgeting process and periodic segment performance reviews. To manage operations and make decisions regarding resource allocations, the CODM is regularly provided and reviews total non-interest expense at a consolidated level and total non-interest expense for each segment.
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The following table presents selected financial information by segment and reconciliations of combined segment totals to consolidated totals. There were no material intersegment revenues between the three segments. Management periodically makes changes to methods of assigning costs and income to its business segments to better reflect operating results. If appropriate, these changes are reflected in prior year information presented below.
(In thousands)
Retail Banking Commercial Wealth Other/Elimination Consolidated Totals
Three Months Ended March 31, 2026
Net interest income $ 122,572 $ 133,601 $ 46,123 $ ( 2,456 ) $ 299,840
Provision for credit losses ( 9,271 ) ( 5,696 ) 2 4,005 ( 10,960 )
Non-interest income 24,093 68,936 80,220 2,602 175,851
Investment securities gains (losses), net — — — 11,647 11,647
Non-interest expense ( 87,873 ) ( 112,827 ) ( 63,117 ) ( 27,309 ) ( 291,126 )
Income before income taxes $ 49,521 $ 84,014 $ 63,228 $ ( 11,511 ) $ 185,252
Three Months Ended March 31, 2025
Net interest income $ 125,234 $ 133,266 $ 22,159 $ ( 11,557 ) $ 269,102
Provision for credit losses ( 10,250 ) ( 532 ) — ( 3,705 ) ( 14,487 )
Non-interest income 23,260 70,326 64,038 1,325 158,949
Investment securities gains (losses), net — — — ( 7,591 ) ( 7,591 )
Non-interest expense ( 83,005 ) ( 103,969 ) ( 41,189 ) ( 10,213 ) ( 238,376 )
Income before income taxes $ 55,239 $ 99,091 $ 45,008 $ ( 31,741 ) $ 167,597
Non-interest expense for the Retail Banking, Commercial, and Wealth segments above is primarily comprised of salaries, incentives, benefits, and allocated overhead costs for service and support. Non-interest expense for the segments also includes expense for data processing and software, occupancy, and professional and other services.
The information presented above was derived from the internal profitability reporting system used by management to monitor and manage the financial performance of the Company. This information is based on internal management accounting procedures and methods, which have been developed to reflect the underlying economics of the businesses. The methodologies are applied in connection with funds transfer pricing and assignment of overhead costs among segments. Funds transfer pricing was used in the determination of net interest income by assigning a standard cost (credit) for funds used (provided by) assets and liabilities based on their maturity, prepayment and/or repricing characteristics.
The segment activity, as shown above, includes both direct and allocated items. Amounts in the “Other/Elimination” column include activity not related to the segments, such as that relating to administrative functions, the investment securities portfolio, and the effect of certain expense allocations to the segments. The provision for credit losses in this category contains the difference between net loan charge-offs assigned directly to the segments and the recorded provision for credit loss expense. Included in this category’s net interest income are earnings of the investment portfolio, which are not allocated to a segment.
The performance measurement of the operating segments is based on the management structure of the Company and is not necessarily comparable with similar information for any other financial institution. The information is also not necessarily indicative of the segments' financial condition and results of operations if they were independent entities.
12. Derivative Instruments
The notional amounts of the Company’s derivative instruments are shown in the table below. These contractual amounts, along with other terms of the derivative, are used to determine amounts to be exchanged between counterparties and are not a measure of loss exposure. The Company's derivatives are not accounted for as accounting hedges except for the interest rate floors and one interest rate swap, as discussed below.
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(In thousands)
March 31, 2026 December 31, 2025
Interest rate swaps $ 2,063,942 $ 1,968,679
Interest rate floors 2,500,000 2,000,000
Interest rate caps 120,000 105,770
Credit risk participation agreements 473,785 474,951
Foreign exchange contracts 14,817 29,451
Mortgage loan commitments
5,252 6,297
Mortgage loan forward sale contracts 840 1,794
Forward TBA contracts 3,500 7,000
Total notional amount $ 5,182,136 $ 4,593,942
Interest rate swap contracts are sold to commercial customers who wish to modify their interest rate sensitivity. The customers are engaged in a variety of businesses, including real estate, manufacturing, retail product distribution, education, and retirement communities. These interest rate swap contracts with customers are offset by matching interest rate swap contracts purchased by the Company from other financial institutions (dealers). Contracts with dealers that require central clearing are novated to a clearing agency who becomes the Company's counterparty. Because of the matching terms of the offsetting contracts, in addition to collateral provisions which mitigate the impact of non-performance risk, changes in fair value subsequent to initial recognition have a minimal effect on earnings.
Many of the Company’s interest rate swap contracts with large financial institutions contain contingent features relating to debt ratings or capitalization levels. Under these provisions, if the Company’s debt rating falls below investment grade or if the Company ceases to be “well-capitalized” under risk-based capital guidelines, certain counterparties can require immediate and ongoing collateralization on interest rate swaps in net liability positions or instant settlement of the contracts. The Company maintains debt ratings and capital well above these minimum requirements.
At March 31, 2026, the Company had one interest rate swap with a notional amount of $ 100.0 million, which is designated as a fair value hedge of certain variable rate loans. This swap was acquired during the Company's acquisition of FineMark. Gains and losses on the derivative instrument, as well as the offsetting loss or gain on the hedged loans attributable to the hedged risk, are recognized in current earnings. These gains and losses are reported in interest and fees on loans in the accompanying consolidated statements of income. The table below shows gains and losses related to fair value hedges.
For the Three Months Ended March 31
(In thousands)
2026 2025
Gain (loss) on interest rate swaps $ 299 $ —
Gain (loss) on loans ( 305 ) —
Net impact of fair value hedging instruments $ ( 6 ) $ —
As of March 31, 2026, the Company held five interest rate floors indexed to 1-month SOFR to hedge the risk of declining interest rates on certain floating rate commercial loans. The floors have a combined notional value of $2.5 billion. Each of the five interest rate floors has a six-year term and a notional amount of $500.0 million. In the event that the index rate falls below zero, the maximum rate that the Company can earn on the notional amount of each floor is limited to the strike rate. Information about the floors is provided in the table below.
Strike Rate Effective Date Maturity Date
3.50 % July 1, 2024 July 1, 2030
3.25 % November 1, 2024 November 1, 2030
3.00 % March 1, 2025 March 1, 2031
2.75 % July 1, 2025 July 1, 2031
3.00 % October 1, 2026 October 1, 2032
The premium paid for the floors totaled $ 102.2 million, including $ 11.9 million during the quarter ended March 31, 2026. At March 31, 2026, the maximum length of time over which the Company is hedging its exposure to lower rates is
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approximately 6.5 years. These interest rate floors qualified and were designated as cash flow hedges and were assessed for effectiveness using regression analysis. The change in the fair value of these interest rate floors is recorded in AOCI, net of the amortization of the premiums paid, which are recorded against interest and fees on loans in the consolidated statements of income. As of March 31, 2026, net deferred losses on the interest rate floors totaled $ 24.9 million (pre-tax) and were recorded in AOCI in the consolidated balance sheet. As of March 31, 2026, it is expected that $ 14.0 million (pre-tax) interest rate floor premium amortization will be reclassified from AOCI into earnings over the next 12 months for the outstanding interest rate floors.
During the year ended December 31, 2020, the Company monetized three interest rate floors that were previously classified as cash flow hedges with a combined notional balance of $ 1.5 billion and an asset fair value of $ 163.2 million. As of March 31, 2026, the total realized gains on the monetized cash flow hedges remaining in AOCI was $ 5.6 million (pre-tax), which will be reclassified into interest income over the next 9 months. The estimated amount of net gains related to the cash flow hedges remaining in AOCI at March 31, 2026 that is expected to be reclassified into income within the next 12 months is $ 5.6 million.
The Company also contracts with other financial institutions, as a guarantor or beneficiary, to share credit risk associated with certain interest rate swaps through risk participation agreements. The Company’s risks and responsibilities as guarantor are further discussed in Note 6 on Guarantees. In addition, the Company enters into foreign exchange contracts, which are mainly comprised of contracts with customers to purchase or deliver specific foreign currencies at specific future dates.
Under its program to sell residential mortgage loans in the secondary market, the Company designates certain newly-originated residential mortgage loans as held for sale. Derivative instruments arising from this activity include mortgage loan commitments and forward loan sale contracts. Changes in the fair values of the loan commitments and funded loans prior to sale that are due to changes in interest rates are economically hedged with forward contracts to sell residential mortgage-backed securities in the to-be-announced (TBA) market. These forward TBA contracts are also considered to be derivatives and are settled in cash at the security settlement date.
The fair values of the Company's derivative instruments, whose notional amounts are listed above, are shown in the table below. Information about the valuation methods used to determine fair value is provided in Note 16 on Fair Value Measurements.
The Company's policy is to present its derivative assets and derivative liabilities on a gross basis on its consolidated balance sheets, and these are reported in other assets and other liabilities. In prior years, certain collateral posted to and from the Company's clearing counterparty has been applied to the fair values of the cleared swap. There was no reduction to positive or negative fair values of cleared swaps at March 31, 2026 and December 31, 2025.
Asset Derivatives Liability Derivatives
Mar. 31, 2026 Dec. 31, 2025 Mar. 31, 2026 Dec. 31, 2025
(In thousands )
Fair Value Fair Value
Derivatives designated as hedging instruments:
Interest rate floors $ 42,788 $ 32,524 $ — $ —
Interest rate swaps $ — $ — $ ( 318 ) $ —
Total derivatives designated as hedging instruments $ 42,788 $ 32,524 $ ( 318 ) $ —
Derivative instruments not designated as hedging instruments:
Interest rate swaps $ 15,023 $ 18,294 $ ( 15,023 ) $ ( 18,294 )
Interest rate caps 7 2 ( 5 ) ( 2 )
Credit risk participation agreements 75 56 ( 58 ) ( 77 )
Foreign exchange contracts 371 396 ( 317 ) ( 401 )
Mortgage loan commitments 108 133 ( 2 ) —
Mortgage loan forward sale contracts 6 15 — —
Forward TBA contracts 21 1 ( 3 ) ( 21 )
Total derivatives not designated as hedging instruments $ 15,611 $ 18,897 $ ( 15,408 ) $ ( 18,795 )
Total $ 58,399 $ 51,421 $ ( 15,726 ) $ ( 18,795 )
The carrying amount of the underlying variable rate loans for the fair value hedge, which includes the unamortized discount or premium and the fair value adjustment, was $ 136.3 million as of March 31, 2026. The hedged item is presented in Loans within the balance sheet.
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The Company made an election to exclude the initial premiums paid on the interest rate floors from the hedge effectiveness measurement. Those initial premiums are amortized over the periods between the premium payment month and the contract maturity month. The pre-tax effects of the gains and losses (both the included and excluded amounts for hedge effectiveness assessment) recognized in the other comprehensive income from the cash flow hedging instruments and the amounts reclassified from accumulated other comprehensive income into income (both included and excluded amounts for hedge effectiveness measurement) are shown in the table below.
Amount of Gain or (Loss) Recognized in OCI
Location of Gain (Loss) Reclassified from AOCI into Income Amount of Gain (Loss) Reclassified from AOCI into Income
(In thousands) Total Included Component Excluded Component Total Included Component Excluded Component
For the Three Months Ended March 31, 2026
Derivatives in cash flow hedging relationships:
Interest rate floors $ ( 1,666 ) $ ( 3,410 ) $ 1,744 Interest and fees on loans $ 274 $ 3,969 $ ( 3,695 )
Total $ ( 1,666 ) $ ( 3,410 ) $ 1,744 Total $ 274 $ 3,969 $ ( 3,695 )
For the Three Months Ended March 31, 2025
Derivatives in cash flow hedging relationships:
Interest rate floors $ 10,366 $ 647 $ 9,719 Interest and fees on loans $ 2,533 $ 6,697 $ ( 4,164 )
Total $ 10,366 $ 647 $ 9,719 Total $ 2,533 $ 6,697 $ ( 4,164 )
The gain and loss recognized through various derivative instruments on the consolidated statements of income are shown in the table below.
Location of Gain or (Loss) Recognized in Consolidated Statements of Income Amount of Gain or (Loss) Recognized in Income on Derivatives
For the Three Months Ended March 31
(In thousands) 2026 2025
Derivatives and hedged instruments in fair value hedging relationships:
Interest rate swaps and hedged loans Interest and fees on loans $ ( 6 ) $ —
Total $ ( 6 ) $ —
Derivative instruments:
Interest rate swaps Other non-interest income $ 97 $ 105
Interest rate caps Other non-interest income 2 —
Credit risk participation agreements Other non-interest income ( 310 ) ( 8 )
Foreign exchange contracts Other non-interest income 59 ( 32 )
Mortgage loan commitments Loan fees and sales ( 28 ) 44
Mortgage loan forward sale contracts Loan fees and sales ( 9 ) ( 10 )
Forward TBA contracts Loan fees and sales 19 ( 65 )
Total $ ( 170 ) $ 34
The following table shows the extent to which assets and liabilities relating to derivative instruments have been offset in the consolidated balance sheets. It also provides information about these instruments which are subject to an enforceable master netting arrangement, irrespective of whether they are offset, and the extent to which the instruments could potentially be offset. Also shown is collateral received or pledged in the form of other financial instruments, which is generally cash or marketable securities. The collateral amounts in this table are limited to the outstanding balances of the related asset or liability (after netting is applied); thus, amounts of excess collateral are not shown. Most of the derivatives in the following table were transacted under master netting arrangements that contain a conditional right of offset, such as close-out netting, upon default.
While the Company is party to master netting arrangements with most of its swap derivative counterparties, the Company does not offset derivative assets and liabilities under these agreements on its consolidated balance sheets. Collateral exchanged between the Company and dealer bank counterparties is generally subject to thresholds and transfer minimums, and usually consists of marketable securities. By contract, these may be sold or re-pledged by the secured party until recalled at a
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subsequent valuation date by the pledging party. For those swap transactions requiring central clearing, the Company posts cash or securities to its clearing agent. Collateral positions are valued daily, and adjustments to amounts received and pledged by the Company are made as appropriate to maintain proper collateralization for these transactions. Swap derivative transactions with customers are generally secured by rights to non-financial collateral, such as real and personal property, which is not shown in the table below.
Gross Amounts Not Offset in the Balance Sheet
(In thousands) Gross Amount Recognized Gross Amounts Offset in the Balance Sheet Net Amounts Presented in the Balance Sheet Financial Instruments Available for Offset Collateral
Received/
Pledged Net Amount
March 31, 2026
Assets:
Derivatives subject to master netting agreements
$ 58,214 $ — $ 58,214 $ ( 6,851 ) $ ( 44,136 ) $ 7,227
Derivatives not subject to master netting agreements
185 — 185
Total derivatives $ 58,399 $ — $ 58,399
Liabilities:
Derivatives subject to master netting agreements
$ 15,399 $ — $ 15,399 $ ( 6,851 ) $ ( 316 ) $ 8,232
Derivatives not subject to master netting agreements
327 — 327
Total derivatives $ 15,726 $ — $ 15,726
December 31, 2025
Assets:
Derivatives subject to master netting agreements
$ 51,217 $ — $ 51,217 $ ( 10,642 ) $ ( 29,609 ) $ 10,966
Derivatives not subject to master netting agreements
204 — 204
Total derivatives $ 51,421 $ — $ 51,421
Liabilities:
Derivatives subject to master netting agreements
$ 18,400 $ — $ 18,400 $ ( 10,642 ) $ — $ 7,758
Derivatives not subject to master netting agreements
395 — 395
Total derivatives $ 18,795 $ — $ 18,795
13. Resale and Repurchase Agreements
The Company regularly enters into resale and repurchase agreement transactions with other financial institutions and with its own customers. Resale and repurchase agreements are agreements to purchase/sell securities subject to an obligation to resell/repurchase the same or similar securities. They are accounted for as secured lending and collateralized borrowing (e.g. financing transactions), not as true sales and purchases of the underlying collateral securities. Some of the resale and repurchase agreements were transacted under master netting arrangements that contain a conditional right of offset, such as close-out netting, upon default. The security collateral accepted or pledged in resale and repurchase agreements with other financial institutions may be sold or re-pledged by the secured party, but is usually delivered to and held by third party trustees. The Company generally retains custody of securities pledged for repurchase agreements with its customers.
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The following table shows the extent to which resale agreement assets and repurchase agreement liabilities with the same counterparty have been offset on the consolidated balance sheets, in addition to the extent to which they could potentially be offset. Also shown is collateral received or pledged, which consists of marketable securities. The collateral amounts in the table are limited to the outstanding balances of the related asset or liability (after offsetting is applied); thus amounts of excess collateral are not shown.
Gross Amounts Not Offset in the Balance Sheet
(In thousands) Gross Amount Recognized Gross Amounts Offset in the Balance Sheet Net Amounts Presented in the Balance Sheet Financial Instruments Available for Offset Securities Collateral Received/Pledged Unsecured Amount
March 31, 2026
Total resale agreements, subject to master netting arrangements
$ 850,000 $ — $ 850,000 $ — $ ( 850,000 ) $ —
Total repurchase agreements, subject to master netting arrangements
2,446,993 — 2,446,993 — ( 2,446,993 ) —
December 31, 2025
Total resale agreements, subject to master netting arrangements
$ 850,000 $ — $ 850,000 $ — $ ( 850,000 ) $ —
Total repurchase agreements, subject to master netting arrangements
2,861,016 — 2,861,016 — ( 2,861,016 ) —
The table below shows the remaining contractual maturities of repurchase agreements outstanding at March 31, 2026 and December 31, 2025, in addition to the various types of marketable securities that have been pledged by the Company as collateral for these borrowings.
Remaining Contractual Maturity of the Agreements
(In thousands) Overnight and continuous Up to 90 days Greater than 90 days Total
March 31, 2026
Repurchase agreements, secured by:
U.S. government and federal agency obligations $ 646,958 $ — $ — $ 646,958
Government-sponsored enterprise obligations 10,523 — — 10,523
Agency mortgage-backed securities 1,262,248 5,350 26,000 1,293,598
Non-agency mortgage-backed securities 21,179 — — 21,179
Asset-backed securities 336,321 21,226 29,996 387,543
Other debt securities 87,192 — — 87,192
Total repurchase agreements, gross amount recognized $ 2,364,421 $ 26,576 $ 55,996 $ 2,446,993
December 31, 2025
Repurchase agreements, secured by:
U.S. government and federal agency obligations $ 503,061 $ — $ — $ 503,061
Government-sponsored enterprise obligations 10,539 — — 10,539
Agency mortgage-backed securities 1,647,928 4,600 26,750 1,679,278
Non-agency mortgage-backed securities 21,970 — — 21,970
Asset-backed securities 453,827 29,656 21,226 504,709
Other debt securities 141,459 — — 141,459
Total repurchase agreements, gross amount recognized $ 2,778,784 $ 34,256 $ 47,976 $ 2,861,016
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14. Stock-Based Compensation
In accordance with the requirements of ASC 718-10-30-3 and 35-2, the Company measures the cost of stock-based compensation based on the grant-date fair value of the award, recognizing the cost over the requisite service period, which is generally the vesting period.
Beginning February 2026, the Company issued stock-based compensation in the form of time-vested restricted stock units (RSUs) and performance-vested restricted stock units (PSUs). The fair value of a PSU is estimated using a Monte Carlo simulation analysis while the fair value of a RSU is the common stock (CBSH) market price. Compensation expense for PSUs is recognized over the requisite service period based on the probable outcome of the performance conditions. RSUs and PSUs accrue forfeitable dividend equivalents which are paid in cash upon vesting. Dividend equivalents are included in compensation expense over the requisite service period. Prior to February 1, 2026, the Company issued stock-based compensation in the form of nonvested restricted stock awards and stock appreciation rights (SARs). The fair value of stock appreciation rights is estimated using the Black-Scholes option-pricing model while the fair value of a nonvested restricted stock award is the common stock (CBSH) market price. The expense recognized for stock-based compensation is included in salaries and employee benefits expense in the accompanying consolidated statements of income. The Company recognizes forfeitures as a reduction to expense only when they have occurred.
Historically, most of the awards have been issued during the first quarter of each year. Total stock-based compensation expense charged against income was $ 6.2 million and $ 4.4 million in the three months ended March 31, 2026 and 2025, respectively.
Restricted Stock Awards
Nonvested restricted stock awards granted generally vest in 4 to 7 years and contain restrictions as to transferability, sale, pledging, or assigning, among others, prior to the end of the vesting period. Dividend and voting rights are conferred upon grant. A summary of the status of the Company’s nonvested share awards as of March 31, 2026, and changes during the three month period then ended, is presented below.
Shares Weighted Average Grant Date Fair Value
Nonvested at January 1, 2026 1,305,978 $ 55.11
Granted 206,153 53.81
Vested ( 218,418 ) 57.12
Forfeited ( 9,476 ) 53.44
Nonvested at March 31, 2026 1,284,237 $ 54.57
Time-Vested Restricted Stock Units and Performance-Vested Restricted Stock Units
RSUs generally vest after 3 to 4 years of continued service. PSUs are granted to key executives and vest at the end of a 3 -year performance period. The number of shares ultimately earned is determined based on relative performance compared to peers over the performance period of the following equally weighted measures: Adjusted Return on Average Equity and Diluted EPS Growth. The earned PSU shares are further adjusted by a market condition modifier based on the Company's Total Shareholder Return relative to peers measured 3 years from the date of grant. RSUs and PSUs earn forfeitable cash dividend equivalents, which are paid in cash at the end of the vesting period, but do not carry voting rights.
The fair value of RSUs are based on the closing common stock (CBSH) market price on the date of grant. To measure the probability distribution of performance of the market condition, the fair value of PSUs are estimated based on a Monte Carlo simulation analysis. The Company engages a third-party valuation expert to perform the Monte Carlo simulation, and the assumptions used are shown in the table below.
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A summary of the Company's time-vested restricted stock units and performance-vested restricted stock units as of March 31, 2026, and changes during the three month period ended, is presented below.
Time-Vested Restricted Stock Units Performance-Vested Restricted Stock Units
Units Weighted Average Grant Date Fair Value Units Weighted Average Grant Date Fair Value
Nonvested at January 1, 2026 — $ — — $ —
Granted 283,820 52.09 95,266 52.68
Adjustment (1)
— — — —
Vested — — — —
Forfeited ( 34 ) 51.74 — —
Nonvested at March 31, 2026 283,786 $ 52.09 95,266 $ 52.68
(1) Reflects the adjustment to target Granted PSUs, based on the current estimate of performance results.
The current year Monte Carlo assumptions are shown in the table below.
Fair value on valuation date $ 52.68
Assumptions:
Dividend yield — %
Historical volatility 25.7 %
Risk-free interest rate 3.5 %
Expected term 2.9 years
Stock Appreciation Rights
Stock appreciation rights (SARs) are granted with exercise prices equal to the market price of the Company’s stock at the date of grant. SARs vest ratably over 4 years of continuous service and have contractual terms of 10 years. All SARs must be settled in stock under provisions of the plan. In determining compensation cost, the Black-Scholes option-pricing model is used to estimate the fair value of SARs on date of grant.
A summary of SAR activity during the first three months of 2026 is presented below.
(Dollars in thousands, except per share data)
Rights Weighted Average Exercise Price
Weighted Average Remaining Contractual Term
Aggregate Intrinsic Value
Outstanding at January 1, 2026 850,956 $ 47.99
Granted — —
Forfeited ( 972 ) 58.20
Expired ( 1,220 ) 52.33
Exercised ( 55,429 ) 27.25
Outstanding at March 31, 2026
793,335 $ 49.42 4.8 years $ 2,622
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15. Revenue from Contracts with Customers
Revenue from contracts with customers, Accounting Standard Codification 606 ("ASC 606"), requires revenue recognition for the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. For the three months ended March 31, 2026, approximately 63 % of the Company’s total revenue was comprised of net interest income, which is not within the scope of this guidance. Of the remaining revenue, those items that were subject to this guidance mainly included fees for bank card, trust, deposit account services and consumer brokerage services.
The following table disaggregates revenue from contracts with customers by major product line.
Three Months Ended March 31
(In thousands) 2026 2025
Trust fees $ 71,049 $ 56,592
Bank card transaction fees 45,585 45,593
Deposit account charges and other fees 28,578 26,622
Consumer brokerage services 5,444 4,785
Other non-interest income 13,742 14,391
Total non-interest income from contracts with customers 164,398 147,983
Other non-interest income (1)
11,453 10,966
Total non-interest income $ 175,851 $ 158,949
(1) This revenue is not within the scope of ASC 606, and includes fees relating to bond trading activities, loan fees and sales, derivative instruments, standby letters of credit and various other transactions.
For bank card transaction fees, nearly all debit and credit card fees were earned in the Retail Banking segment, while corporate card and merchant fees were earned in the Commercial segment. The Retail Banking and Commercial segments contributed approximately 28 % and 72 %, respectively, of the Company's deposit account charge revenue. All trust fees and nearly all consumer brokerage services income were earned in the Wealth segment.
The following table presents the opening and closing receivable balances for the three month periods ended March 31, 2026 and 2025 for the Company’s significant revenue from contracts with customers.
(In thousands) March 31, 2026 December 31, 2025 March 31, 2025 December 31, 2024
Bank card transaction fees $ 14,331 $ 16,878 $ 14,538 $ 17,754
Trust fees 2,297 2,424 1,787 2,165
Deposit account charges and other fees 7,667 8,414 7,549 7,897
For these revenue categories, none of the transaction price has been allocated to performance obligations that are unsatisfied as of the end of a reporting period.
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16. Fair Value Measurements
The Company uses fair value measurements to record fair value adjustments to certain financial and nonfinancial assets and liabilities and to determine fair value disclosures. Various financial instruments such as available for sale debt securities, equity securities, trading debt securities, certain investments relating to private equity activities, and derivatives are recorded at fair value on a recurring basis. Additionally, from time to time, the Company may be required to record at fair value other assets and liabilities on a nonrecurring basis, such as mortgage servicing rights and certain other investment securities. These nonrecurring fair value adjustments typically involve lower of cost or fair value accounting or write-downs of individual assets.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Depending on the nature of the asset or liability, the Company uses various valuation techniques and assumptions when estimating fair value. For accounting disclosure purposes, a three-level valuation hierarchy of fair value measurements has been established. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows:
• Level 1 – inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets.
• Level 2 – inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and inputs that are observable for the assets or liabilities, either directly or indirectly (such as interest rates, yield curves, and prepayment speeds).
• Level 3 – inputs to the valuation methodology are unobservable and significant to the fair value. These may be internally developed, using the Company’s best information and assumptions that a market participant would consider.
The valuation methodologies for assets and liabilities measured at fair value on a recurring and non-recurring basis are described in the Fair Value Measurements note in the Company's 2025 Annual Report on Form 10-K. There have been no significant changes in these methodologies since then.
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Instruments Measured at Fair Value on a Recurring Basis
The table below presents the March 31, 2026 and December 31, 2025 carrying values of assets and liabilities measured at fair value on a recurring basis. There were no transfers among levels during the first three months of 2026 or the year ended December 31, 2025.
Fair Value Measurements Using
(In thousands) Total Fair Value Quoted Prices in Active Markets for Identical Assets
(Level 1) Significant Other Observable Inputs
(Level 2) Significant Unobservable Inputs
(Level 3)
March 31, 2026
Assets:
Residential mortgage loans held for sale $ 1,657 $ — $ 1,657 $ —
Available for sale debt securities:
U.S. government and federal agency obligations 3,147,293 3,147,293 — —
Government-sponsored enterprise obligations 43,985 — 43,985 —
State and municipal obligations 654,824 — 653,874 950
Agency mortgage-backed securities 3,123,669 — 3,123,669 —
Non-agency mortgage-backed securities 414,777 — 414,777 —
Asset-backed securities 1,093,819 — 1,093,819 —
Other debt securities 167,760 — 167,760 —
Trading debt securities 44,329 13,233 31,096 —
Equity securities 46,193 46,193 — —
Private equity investments 183,764 — — 183,764
Derivatives * 58,399 — 58,216 183
Assets held in trust for deferred compensation plan 22,437 22,437 — —
Total assets 9,002,906 3,229,156 5,588,853 184,897
Liabilities:
Derivatives *
15,726 — 15,666 60
Liabilities held in trust for deferred compensation plan
22,437 22,437 — —
Total liabilities $ 38,163 $ 22,437 $ 15,666 $ 60
December 31, 2025
Assets:
Residential mortgage loans held for sale $ 4,028 $ — $ 4,028 $ —
Available for sale debt securities:
U.S. government and federal agency obligations 3,279,100 3,279,100 — —
Government-sponsored enterprise obligations 44,712 — 44,712 —
State and municipal obligations 664,733 — 663,781 952
Agency mortgage-backed securities 3,223,105 — 3,223,105 —
Non-agency mortgage-backed securities 435,688 — 435,688 —
Asset-backed securities 1,262,045 — 1,262,045 —
Other debt securities 186,130 — 186,130 —
Trading debt securities 40,080 13,215 26,865 —
Equity securities 47,551 47,551 — —
Private equity investments 184,343 — — 184,343
Derivatives * 51,421 — 51,232 189
Assets held in trust for deferred compensation plan 23,276 23,276 — —
Total assets 9,446,212 3,363,142 5,897,586 185,484
Liabilities:
Derivatives *
18,795 — 18,718 77
Liabilities held in trust for deferred compensation plan
23,276 23,276 — —
Total liabilities $ 42,071 $ 23,276 $ 18,718 $ 77
* The fair value of each class of derivative is shown in Note 12.
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The changes in the Company's Level 3 assets and liabilities measured at fair value on a recurring basis are summarized as follows:
Fair Value Measurements Using
Significant Unobservable Inputs
(Level 3)
(In thousands)
State and Municipal Obligations Private Equity
Investments
Total
For the three months ended March 31, 2026
Balance January 1, 2026
$ 952 $ 184,343 $ 185,295
Total gains (losses) realized/unrealized:
Included in earnings — 10,890 10,890
Included in other comprehensive income * ( 3 ) — ( 3 )
Discount accretion 1 — 1
Purchases of private equity investments — 5,601 5,601
Sale/pay down of private equity investments — ( 17,088 ) ( 17,088 )
Capitalized interest/dividends — 18 18
Balance at March 31, 2026 $ 950 $ 183,764 $ 184,714
Total gains (losses) for the three months included in earnings attributable to the change in unrealized gains or losses relating to assets still held at March 31, 2026
$ — $ 10,890 $ 10,890
*Total gains (losses) for the three months included in other comprehensive income attributable to the change in unrealized gains or losses relating to assets still held at March 31, 2026
$ ( 3 ) $ — $ ( 3 )
For the three months ended March 31, 2025
Balance January 1, 2025
$ 964 $ 184,386 $ 185,350
Total gains (losses) realized/unrealized:
Included in earnings — ( 8,525 ) ( 8,525 )
Included in other comprehensive income * ( 18 ) — ( 18 )
Discount accretion 1 — 1
Purchases of private equity investments — 5,698 5,698
Sale/pay down of private equity investments — ( 5,958 ) ( 5,958 )
Capitalized interest/dividends — 17 17
Balance at March 31, 2025 $ 947 $ 175,618 $ 176,565
Total gains (losses) for the three months included in earnings attributable to the change in unrealized gains or losses relating to assets still held at March 31, 2025
$ — $ ( 8,525 ) $ ( 8,525 )
*Total gains (losses) for the three months included in other comprehensive income attributable to the change in unrealized gains or losses relating to assets still held at March 31, 2025
$ ( 18 ) $ — $ ( 18 )
* Included in "net unrealized gains (losses) on available for sale debt securities" in the consolidated statements of comprehensive income.
Gains and losses included in earnings for the Company's Level 3 assets and liabilities in the previous table are reported in the following line items in the consolidated statements of income:
(In thousands) Investment Securities Gains (Losses), Net
For the three months ended March 31, 2026
Total gains or losses included in earnings $ 10,890
Change in unrealized gains or losses relating to assets still held at March 31, 2026
$ 10,890
For the three months ended March 31, 2025
Total gains or losses included in earnings $ ( 8,525 )
Change in unrealized gains or losses relating to assets still held at March 31, 2025
$ ( 8,525 )
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Level 3 Inputs
The Company's Level 3 measurements at March 31, 2026, which employ unobservable inputs that are readily quantifiable, pertain to investments in portfolio concerns held by the Company's private equity subsidiaries. Information about these inputs is presented in the table below.
Quantitative Information about Level 3 Fair Value Measurements Weighted
Valuation Technique Unobservable Input Range Average*
Private equity investments Market comparable companies EBITDA multiple 4.0 - 6.0 5.1
* Unobservable inputs were weighted by the relative fair value of the instruments.
Instruments Measured at Fair Value on a Nonrecurring Basis
For assets measured at fair value on a nonrecurring basis during the first three months of 2026 and 2025, and still held as of March 31, 2026 and 2025, the following table provides the adjustments to fair value recognized during the respective periods, the level of valuation inputs used to determine each adjustment, and the carrying value of the related individual assets or portfolios at March 31, 2026 and 2025.
Fair Value Measurements Using
(In thousands)
Fair Value
Quoted Prices in Active Markets for Identical Assets
(Level 1) Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Total Gains (Losses) Recognized During the Three Months Ended March 31
March 31, 2026
Collateral dependent loans $ 9,092 $ — $ — $ 9,092 $ ( 3,719 )
March 31, 2025
Collateral dependent loans $ 3,940 $ — $ — $ 3,940 $ ( 400 )
Foreclosed assets 112 — — 112 ( 55 )
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17. Fair Value of Financial Instruments
The carrying amounts and estimated fair values of financial instruments held by the Company are set forth below. Fair value estimates are made at a specific point in time based on relevant market information. They do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument. Because no market exists for many of the Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, risk characteristics and economic conditions. These estimates are subjective, involve uncertainties, and cannot be determined with precision. Changes in assumptions could significantly affect the estimates.
The estimated fair values of the Company’s financial instruments and the classification of their fair value measurement within the valuation hierarchy are as follows at March 31, 2026 and December 31, 2025:
Carrying Amount Estimated Fair Value at March 31, 2026
(In thousands)
Level 1 Level 2 Level 3 Total
Financial Assets
Loans:
Business $ 6,750,356 $ — $ — $ 6,659,674 $ 6,659,674
Real estate - construction and land
1,581,789 — — 1,552,932 1,552,932
Real estate - business
4,059,539 — — 3,985,397 3,985,397
Real estate - personal
4,407,606 — — 4,120,937 4,120,937
Consumer
2,475,353 — — 2,456,330 2,456,330
Revolving home equity 619,178 — — 604,966 604,966
Consumer credit card 557,733 — — 507,590 507,590
Overdrafts
9,510 — — 9,392 9,392
Total loans 20,461,064 — — 19,897,218 19,897,218
Loans held for sale 2,081 — 2,081 — 2,081
Investment securities 8,984,988 3,206,719 5,528,980 249,289 8,984,988
Federal funds sold 630 630 — — 630
Securities purchased under agreements to resell 850,000 — — 862,125 862,125
Interest earning deposits with banks 3,270,046 3,270,046 — — 3,270,046
Cash and due from banks 572,588 572,588 — — 572,588
Derivative instruments 58,399 — 58,216 183 58,399
Assets held in trust for deferred compensation plan 22,437 22,437 — — 22,437
Total $ 34,222,233 $ 7,072,420 $ 5,589,277 $ 21,008,815 $ 33,670,512
Financial Liabilities
Non-interest bearing deposits $ 8,058,024 $ 8,058,024 $ — $ — $ 8,058,024
Savings, interest checking and money market deposits 17,877,836 17,877,836 — — 17,877,836
Certificates of deposit 2,448,459 — — 2,477,568 2,477,568
Federal funds purchased 129,730 129,730 — — 129,730
Securities sold under agreements to repurchase 2,446,993 — — 2,449,446 2,449,446
Other borrowings 7,994 2,589 5,405 — 7,994
Derivative instruments 15,726 — 15,666 60 15,726
Liabilities held in trust for deferred compensation plan 22,437 22,437 — — 22,437
Total $ 31,007,199 $ 26,090,616 $ 21,071 $ 4,927,074 $ 31,038,761
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Carrying Amount Estimated Fair Value at December 31, 2025
(In thousands)
Level 1 Level 2 Level 3 Total
Financial Assets
Loans:
Business $ 6,439,380 $ — $ — $ 6,367,754 $ 6,367,754
Real estate - construction and land
1,438,012 — — 1,415,490 1,415,490
Real estate - business
3,674,567 — — 3,628,499 3,628,499
Real estate - personal
3,053,435 — — 2,815,384 2,815,384
Consumer
2,196,822 — — 2,188,772 2,188,772
Revolving home equity 375,159 — — 371,998 371,998
Consumer credit card 589,694 — — 535,660 535,660
Overdrafts
4,194 — — 4,045 4,045
Total loans 17,771,263 — — 17,327,602 17,327,602
Loans held for sale 4,329 — 4,329 — 4,329
Investment securities 9,413,603 3,339,866 5,842,326 231,411 9,413,603
Securities purchased under agreements to resell 850,000 — — 869,427 869,427
Interest earning deposits with banks 2,744,393 2,744,393 — — 2,744,393
Cash and due from banks 803,239 803,239 — — 803,239
Derivative instruments 51,421 — 51,232 189 51,421
Assets held in trust for deferred compensation plan 23,276 23,276 — — 23,276
Total $ 31,661,524 $ 6,910,774 $ 5,897,887 $ 18,428,629 $ 31,237,290
Financial Liabilities
Non-interest bearing deposits $ 8,205,711 $ 8,205,711 $ — $ — $ 8,205,711
Savings, interest checking and money market deposits 15,047,406 15,047,406 — — 15,047,406
Certificates of deposit 2,386,459 — — 2,418,268 2,418,268
Federal funds purchased 128,625 128,625 — — 128,625
Securities sold under agreements to repurchase 2,861,016 — — 2,863,921 2,863,921
Other borrowings 12,739 12,739 — — 12,739
Derivative instruments 18,795 — 18,718 77 18,795
Liabilities held in trust for deferred compensation plan 23,276 23,276 — — 23,276
Total $ 28,684,027 $ 23,417,757 $ 18,718 $ 5,282,266 $ 28,718,741
18. Legal and Regulatory Proceedings
The Company has various legal proceedings pending at March 31, 2026, arising in the normal course of business. While some matters pending against the Company specify damages claimed by plaintiffs, others do not seek a specified amount of damages or are at early stages of the legal process. The Company records a loss accrual for all legal and regulatory matters for which it deems a loss is probable and can be reasonably estimated. Some matters, which are in the early stages, have not yet progressed to the point where a loss amount can be determined to be probable and estimable.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.